Wonderful Wonder World
by Dbananad
Summary: Dietrich falls into wonderland after the notorious White Rabbit steals the girl of his dreams.  Once there he is drawn into the affairs of his only companion and ally, the Duchess. Story better than summary. O/CxO/C and OC/Duchess. not sure which one yet
1. Wonderland?

The small England village was in the beginnings of waking when a stone flew past an open window and landed on a sleeping girl's head. She cried out in surprise at the impact though it was more out of bewilderment than actual pain. She ran a dainty hand through her curly blonde tresses, trying to soothe the small pain now throbbing where the stone had hit. She tilted her head so she could catch a glimpse of what had propelled the rock through her open window. Her nose curled in disdain when her eyes fell upon the form of a boy looking up frantically at her window.

"It's not very romantic to be woken by a stone hitting you in the head. You do realize this don't you Dietrich?" she called down. The boy almost jumped out of his skin at the sound of her irritated and amused voice.

"Clarise, my god, I am so sorry," even from her height Clarise could see a deep red blush come over Dietrich's face. "I didn't know your window was open. I-I-I oh god."

"She reveled his discomfort. "Well you better hurry and go before the dorm mistress comes by, she doesn't take kindly to young men prowling around before sunrise."

Dietrich looked around as though twenty dorm mistresses were about to jump out of the bushes and beat him with their canes. It made Clarise want to laugh but she held it in so as not to make more noise than she already had. She wanted to play with the boy just a little bit longer.

"Uhh... I guess I should run then... but before I do p-please take this," with a quick flick of his wrist, Dietrich sent a small purple package flying over the small yard and through the window of Clarise's room. She made an attempt to grab at it but it slipped through her long slender fingers. Dietrich held his breath knowing he would never be able to give it to her once it hit the ground. Luckily, though, it got trapped in a small ivy vine that clung to the window ledge. Clarisse knelt over and scooped it up.

Dietrich looked up expectantly as she took her time unraveling the small black lace. He could feel a bead of sweat trickle past his cheek and wished that she would hurry just a little. Inside the large house, he could hear the stirrings of whom he feared was the old caretaker of the girls who lived there. If she found him now he would never be able to hear Clarise's reply. She had taken the wrappings off to reveal a small satin box. Slowly she lifted the lid and gave a small gasp of admiration. Staring back at her was a dazzling emerald necklace. True, it could have been a more expensive stone but no boy who had called on her had brought her jewels like these before.

She lifted the small flap to release the necklace from its box when a small piece of paper fell out. Inside, in small scratchy writing, was an invitation. She poked her head back out the window hoping that the boy had gone so she wouldn't have to go. Unfortunately he had stayed. Rolling her eyes to herself she called out an agreement, more for fear of having to return the necklace than because she actually wanted to have anything to do with Dietrich himself.

Dietrich, however, nearly fell over when she yelled a yes down from her room high above his head. In that second he could have lifted into the sky and flown. Instead he nodded his thanks and ran down the street, just barely missing the old dorm mistress' morning walk in the garden.

* * *

><p>Dietrich's stomach growled in irritation as he waited in the grassy meadow where he had set up a small picnic. He nervously glanced around. Clarise had said yes after all. But where was she? Again the insatiable organ expressed its discontent with a large rumble. It had been more than half-an-hour since the time he had written on the card that fell out of the necklace box. In despair, Dietrich started packing up the small bottle of champagne and fresh apples. Only after the last one had been neatly tucked away did he look up to see the form of a girl picking her way through the brambles that covered the old game trail that led to the meadow.<p>

"Clarise!" he exclaimed in happiness and surprise as he sprang up to help her.

Clarise looked up from the forest floor when she heard Dietrich's voice. She cursed herself for not taking longer to get there. If only she had said that she had gotten lost and had had to turn back. Well, she was here now and there was no way to get around. it. That was her last thought before something fast and white flew right into her.

Dietrich was only a few steps away when a flurry of white hair and red coat slammed into Clarise. It slowed in order to get a better hold of her revealing a disheveled looking man in a red overcoat and long khaki pants. From his side hung an over sized pocket watch that would not stop ringing. Dietrich's eyes lifted to his head where two floppy rabbit ears protruded precariously, though it could have been his wild hair.

Once Clarise was positioned over the man's right shoulder, he sped away through the forest. Dietrich didn't even think, instead he leapt past the trees and hurtled in the direction of the man who had taken Clarise. Tree branches whipped past his face leaving small scratches where they hit. They hurt but Dietrich's attention was focused solely in front of him where the man in the red coat was swiftly getting further away from him. A break in the trees appeared and the rabbit-eared man was temporarily obscured by a blinding light that spilled through the thinning trees. Dietrich increased his pace and jumped through.

Beneath his feet the ground collapsed into a large, black hole. Dietrich swung his arms in a vane attempt to grab onto something, anything. His hand caught a tuft of grass but his weight was too much and soon everything was black and he fell.

* * *

><p>The hole itself had no bottom that Dietrich could see and he continued to fall. At some point he could see doors flashing by as he continued to plummet. A few were open and he caught glimpses of rooms. One looked like it was a throne room, filled with red and black curtains and hearts embroidered into every furnishing including two golden thrones. Another had a large table laden with all sorts of cups and tea kettles. Yet another opened to reveal a coastline where two figures seemed to be walking.<p>

Then a large door that looked as though it were made from tree trunks opened right underneath him. Dietrich braced himself for impact but instead found himself in a soft tuft of moss. Slowly he regained his feet and took a look around. Songbirds flitted through a forest full of large trees. These were nothing like the ones he knew back behind the village. These trees were giants.

A screech rang through the woods and Dietrich found himself back on the ground, clutching his ears as his brain throbbed from the force of the noise. Above him the birds erupted into the air, frightened by the horrifying sound. That was when a large jet of flame erupted from just behind Dietrich's vision. He turned his head to look in the direction of where the flames had come. His eyes widened as he beheld a large dragon-like beast sliding its way toward him on four massive, brown scaly legs.


	2. Of Jabberwockies and New Meetings

**A/N: I decided that, since I probably won't be able to write any more until a weekend or two from now, I better publish at least a good chapter that gets the story going. I am probably going to steal ideas and descriptions from some of the other Alice in Wonderland parodies that I have read and loved so I can't take credit for those things even though I really wish I can. Review please.**

The Jabberwocky rose to its full hideous height and cocked its large, mud-colored head so Dietrich was face to face with a murky yellow eye. The long neck swung closer and another screech rose out of its throat. Inside of its parted lips, Dietrich could see his reflection on two large buck teeth and countless other sharp fangs. Two wings unfurled from the Jabberwocky's sides sending mud and grime flying in all directions. Its head drew back and Dietrich could feel that it was preparing to strike.

_"Close your eyes,"_ Dietrich thought he heard someone say. Since he had already been contemplating doing so anyway, it wasn't difficult to get his brain to send that one last command.

Dietrich thought that something had hit him in the gut with a cudgel. He gasped and realized the air had been knocked out of his lungs. He felt a weightlessness, as though he was falling through the hole again. To himself he thought, this must be it, the thing got me.

And then he was lying on something soft. Moaning he tried to open his eyes. His vision swam in a sea of green and Dietrich had to clutch at his stomach to prevent himself from throwing up. Once his eyes had stopped swirling he got a full view of a mossy tree trunk that looked like it was about to roll right onto him. He found his arms and legs and scrambled away,only to trip over a root and find himself sprawled on the ground again. Dietrich picked himself up a bit more cautiously, taking in his surroundings one small detail at a time.

The Jabberwocky was no longer there and if this was its stomach, it wasn't the worst place he could have landed. A puff of warm air behind him tousled Dietrich's hair. It smelled acrid, like a mixture of rotting meat and charcoal. Dietrich didn't even want to look back. His fears were realized when a screech rang through the trees. The Jabberwocky hadn't eaten him, but it had found him again.

"Move!" someone shouted and barreled into Dietrich from the side just as a burst of flame shot out of the beast's mouth.

Again, Dietrich felt a his air rush out of his lungs and instinctively clamped his eyes shut. This time though he felt something tug at his arm. He let himself drift closer to it as the weightlessness came over him. And then there was soft ground again. Much softer than last time though... and it was moving! Dietrich sprung up and off the girl lying underneath him. She had the most piercing violet eyes and he had to do a double-take to make sure that they really were such a deep amethyst. She wore a plain black shirt and brown pants that clung to the shape of her legs. She couldn't have been more than twenty, just like him.

"Get down or the Jabberwock will find us again you moron," the girl hissed and swept Dietrich's legs out from under him. He gasped in surprise as her form disappeared and then materialized behind him, catching his head before it split itself open on a rock.

"What the hell?" he muttered under his breath, but was stopped from saying anything out loud by another painful scream that ricocheted through the forest once more.

"Stay here," the girl whispered in his ear. Dietrich was just about to make a snippy retort when she dashed out of her cover and ran straight toward the large hulk of the Jabberwocky.

Dietrich couldn't stand by and watch as the girl sprinted to her death so he drew himself up, suppressing the urge to clutch at his stomach again. Looking around, he spotted a large sharpened root jutting out of the ground. With all his strength, Dietrich just managed to pull it out. Twisting to face the direction of the monstrous thing and the stupid girl, Dietrich could see the girl disappearing and reappearing all around it. She had a strange looking sword with no discernible blade. All Dietrich could pick out was a small silver handle with a large ruby on it. The Jabberwocky itself was so distracted by her small assaults that it barely even noticed Dietrich positioning himself. When the hideous brown chest was in view, Dietrich sprang. He rammed his makeshift spear right into the creatures chest.

The Jabberwocky let out a sound so revolting that it made its earlier callings sound like singing. Dietrich was thrown back along with the shattered remains of his root. Thankfully the ground wasn't too hard and, other than a few bruises and cuts, Dietrich felt alright. He shook his head and looked back to where the Jabberwocky had been. Instead, all he could see was a heap of scales and the shape of a person covered in a strange greenish goo.

The green figure moved in Dietrich's direction and his eyes widened in recognition. "Y-y-you. Oh, umm, I didn't mean to... I didn't know it would blow up and... are you alright?" he was stammering as fast as he could while keeping an eye on the sword she held in her goo-covered hand.

"You, who are you?" the girl asked tucking the piece away in its scabbard. With a quick flick of her hand she pulled out a napkin out of Dietrich's pocket and wiped the grime from her eyes and face. "Hope you don't mind but it is your fault its got all over me anyway."

Dietrich just nodded though silently he cursed himself for being such a klutz around the opposite sex. The girl only smiled as his face broke out into a blush and he stammered out his answer, "Dietrich vi Barington. And you miss?"

The girl burst out laughing and Dietrich had to use all of his self control to keep his face from turning any more red than it already was. Through gasps she got out a few words, "You-you must be an Alice- no one in Wonderland- no one here has ever asked who I was- and- and certainly no one has ever called me _miss_."

Dietrich looked at her with a blank expression. Wonderland? Like the fall down a rabbit-hole Wonderland? Well, there was that rabbit-eared maniac and then the chasm with the doors. But Wonderland? With all of this flying through his mind Dietrich could only come up with a really stupid reply, so he said, "My name isn't Alice, it's Dietrich."

The girl had gotten control of herself though she was still racked with uncontrollable giggles. "No, that's just what we call the visitors that come hear by falling through the rabbit-hole. I'm sorry for my rudeness, I am the Duchess."

The girl, Duchess, stretched her hand out to him. Dietrich looked at the bits of Jabberwocky that still coated her soft skin but decided that he couldn't afford to upset the only person who seemed to know where they were. For such a slight frame, she had amazing strength and pulled him up as though he was nothing. Dietrich's look of sheer bewilderment got him another onslaught of laughter.

"So, where are we anyway?" he asked while wiping his hand on the back of the coattails of his jacket. It was his favorite but it was so covered in dirt and stains that a little goo wasn't going to do much more to it.

"This is the forest of lost names. I'm surprised you still remembered yours since Alices tend to be the first ones to forget."

Dietrich followed the girl as she started making her way through the brambles and roots that covered the forest floor. He wondered if she even knew where they were going for there was no path of any kind and everything looked the same.

"So how did you get down here? White Rabbit doesn't usually bring men down here," the Duchess asked over her shoulder as she tried to step over a boulder. Her boots, which had been a nice tan color, were now a mess of slime, dirt, and moss.

"Who's a white rabbit?" Dietrich asked in confusion. Was it the man who had run away with Clarise? But he couldn't be a rabbit. The ears must have been fakes.

"Not _a _white rabbit, White Rabbit. That's his role thus it is his name," the Duchess stopped to let him catch up.

"Well, if it's that white-haired psycho who took Clarise, then I was just trying to get her back," Dietrich slipped on one of the rocks and waved frantically as the ground came up. His face was inches away when the Duchess caught him.

"So your looking for a lover?" purple eyes gazed at him in curiosity.

"Well, she isn't... yes... umm, she might have been," Dietrich stumbled over his thoughts as he tried to define his relationship with the blonde girl who stole his heart.

"Well give up now because you'll never see her again," Dietrich nearly fell over again when the Duchess said this.

"What? Why? I just need to find this White Rabbit guy and take her back," he replied angrily.

"White Rabbit is the King of Wonderland. He crowned himself after the execution of the Queen of Hearts," the Duchess looked down at her shoes and whispered the last six words as though she was afraid that the words would come to life.

"So why does the King of Wonderland have to kidnap people?" Dietrich asked hysterically.

"Well, he collects them. Their like his trophies," the Duchess said mater-of-factly.

"Tro-trophies, what the hell kind of twisted place is this?"

"Just your average, run of the mill nuthouse," the Duchess replied back.

Dietrich hung his head in denial and let out a sigh. The one chance he had to ask Clarise on a date and she gets kidnapped and both of them end up in a world full of monsters and psychopaths. He straightened and walked to where she was standing. Once there, he fell into a sitting position on a large fallen tree and hung his head again. He couldn't save Clarise if he didn't even know where he was going.

"Do you really want to save her?" a small voice next to him startled him out of his dilemma. "Would you be willing to risk your life for this girl?"

Dietrich looked up and met two sparkling violet eyes. There was something in their misty depths that he couldn't put his finger on. "Yes."

"Come on then. There is a meadow not far from here. From there we'll be able to go to my mansion and see if we can't find a way to get your girl back," a smile spread across the Duchess' face and she dragged him off the rotting trunk and through the woods.


	3. Further Down the Rabbit Hole

**A/N: Chapter 3. That's about it. One thing I would like to point out is that Dietrich, Clarisse, and the Duchess are about 21 or 22. I refer to the Duchess as a girl because I don't think that woman suites the character as well. This takes nothing away from her personality or intelligence, its just how I write it. Please review.**

**P.S. The White Rabbit is about 35. He is my dirty old man character I guess.**

Dietrich didn't know what he expected would happen when they reached the meadow. Perhaps the Duchess had a coach waiting for them, or maybe there was a path, even a glimmer of the mansion she had mentioned. Instead, he found that the clearing was exactly that, a clearing with grass and flowers surrounded by trees. No mansion or coach could be seen anywhere in the vast expanse of wildflowers and breezy ripples of weeds. Turning his attention back to his companion, he found that she had started picking her way through the knee length plant life. He couldn't help but notice how she avoided patches of closely clumped flowers. Shrugging his shoulders, he began to follow in her tracks.

"Oww! Look where you're going you beast of a man!" someone shouted from underneath Dietrich. He quickly backpedaled and with each step a new voice started screaming and cursing at him. He lifted his gaze to see a huge grin spread over the Duchess' face.

"Look out you cretin! Step on my beautiful petals, oh look, it's going to take months to grow them back again," Dietrich fell over as his feet got caught in the long grass. He almost fainted when a large purple flower stared him down. Its expression looked almost comical with its missing petals.

Other flowers started gathering around him, each showing of its own missing parts. Most had petals though a few had their small noses pressed in or an eye a little askew. Their small stems started to wrap around his arms and legs until, finally, Dietrich had no way to move at all and he was left having to hear each flower's complaint.

A stream of giggles turned their attention away from berating him and Dietrich was able to lift his head just enough to see another clump of flowers mocking the ones who held him prisoner. All at once the enraged blossoms were on him once more. Each seemed to have a reddish tinge to their remaining petals making them look as though they were about to burst. A torrent of commands and curses cascaded on him and Dietrich had to fight for air as the angry flowers converged on him.

"Step on them!"

"How insolent, they shall feel our pain!"

"Its only fair, step on them, turn them into fucking mulch!"

"Rose, that is no language to use. And you, get that damn patch of flowers and make them hurt!"

"Trample them!"

"Tear out their petals one by one!"

Dietrich couldn't breathe. He gasped under the vines that had twisted around his neck. They weren't tight enough to close his windpipe but claustrophobia was setting in and he was starting to hyperventilate. A shriek came from above him. One by one the flowers parted as a hand and a small blade cut and pulled them away from him. In one swift motion, the Duchess slit open Dietrich's bindings and pulled him to his feet.

"Close your eyes and don't let go of me," she whispered in his ear. Dietrich grasped her around the waist and clenched his eyelids shut. Beneath hi he could feel vines wrapping them selves around his feet. This time throns adorned them and he gasped as one dug itself into his ankle.

The thorns disappeared and Dietrich felt himself fall. His hands instinctively clenched the fabric of the Duchess' shirt. He gave another small gasp as the world righted itself and he fell onto his knees. His stomach was once again doing flips. A smooth hand pressed itself against his forehead easing some of the sickness he was feeling. Another helped him stand. Dietrich opened his emerald eyes and found himself, once again, looking into deep violet ones. Their closeness made him blush and he realized that he was only inches from her face.

Swiftly he drew back and shook his head to clear his mind. Silently he thought of Clarise. Would he ever get the chance to be that close to her. He gave his head another shake sending his hair over his eyes. A small chuckle drew his attention back to the girl standing next to him. The amusement in her eyes was so obvious that she might as well have been on the floor laughing. Dietrich gave her a small glare and then turned his gaze on their surroundings.

Somehow, in an impossible fashion, they had gone from being in a meadow full of murderous flowers, into the hall of what appeared to be a large house. Before him, Dietrich could make out a long, arching marble staircase. The banister seemed to be made of gold and it glinted in the chandelier light. He turned his face up to see it. There must have been over a hundred candles held in two tremendous glass chandeliers. A small crack on the ceiling near one told Dietrich of just how heavy they were and he stepped from beneath them. To his left and right were two adjacent room. One was white with a faint greenish outline. It was stock full of chairs and sofas, apparently a lounge of some sort. The room to his other side was painted in much the same fashion only it had a bluish tint to it. There was a large open space where couples would probably be dancing at a formal gathering. It even had a large gramophone sitting on a small table to the far right end of the room. Dietrich spun to look behind him; two large double doors made of a dark wood faced him. Most probably the exit.

"Where is this place?" he mused.

"This is where I live," a voice startled him. In his observation he had completely forgotten that he wasn't alone.

"How did we get here? I mean, we were in a forest, and there were talking flowers, and their were trying to fucking kill me!" by the time Dietrich had gotten to the last part of his speech, he was quite flustered and forgot his manners.

"Its my... oh what do they call it in your world..." the Duchess paused and pressed her finger to her lips. Dietrich quickly shoved the thoughts of how cute it made her look out of his head. "Ah yes! Supernatural powers, that's it." She gave a quick nod and smiled.

"Supernatural power?" Dietrich repeated not understanding at all.

"I have the ability to disappear and reappear in a different location through small rifts in space." seeing the confused expression on Dietrich's face, she tried to elaborate a little more. "They are the doors that you saw as you were falling through the rabbit hole after the White Rabbit."

Dietrich remembered all the doors flashing past him as he tumbled down the abysmal pit. "So you can make those holes too?"

The Duchess lowered her eyes and spoke in a sullen tone, "No, only Rabbit can open rifts between Wonderland and your world. I just find the doors located around Wonderland and step through them."

"So you know where every door is and where they lead to?" Dietrich said in amazement. "That's amazing."

"Well, I actually don't. Its a lot of guess work and the doors change all the time. I just try to go with my gut feeling and it works most of the time." she smiled trying to be reassuring as a little color drained out of Dietrich's face. "You did really well for a first time traveler though. Most people throw up the first time around and I even had this one Alice let go of me and find himself embedded into an actual door. That was unpleasant."

Dietrich could tell that the girl was just trying to be helpful but he suddenly had the inclination to faint. A door, he could have landed in a door! "So why didn't you take us away from the Jabberwocky then?"

"The doors in that forest have no connection to the outside world and they are all very confusing so I really had little choice in the matter. That, and you were almost going to be eaten so I didn't really think about it."

"Right." Dietrich had a feeling that asking any more questions would be very detrimental to keeping his meager breakfast in so he just let it be.

"Madam," a hassled looking man trotted over to them interrupting whatever reply the Duchess was about to give. "You have a visitor."

"Well tell them I'm busy," the Duchess said rolling her eyes in exasperation.

"I think you should take this one Madam," the man was a little over weight and kept wiping his face with a napkin.

"Who is it?" the Duchess seemed mildly interested now.

"Its-"

"White Rabbit is here to see you Madam," an exact replica of the first man rushed into the room. "And he isn't in a very patient mood. If I may suggest that you see him immediately."

"White!" the Duchess stammered.

"The guy who took Clarise is here?" Dietrich said in astonishment. "Do you know him?"

"In a way... I'll explain later," the Duchess turned away to face the twins, "Dum, take Dietrich to a room as far from White as you can find. Dee, fetch some tea, I forget what White drinks so bring the whole stash."

"Duchess-" Dietrich tried to call out but he quickly lost sight of the girl as the first fat butler shoved him toward the lounge room.

After another few empty attempts to turn back, Dietrich gave up and let the butler direct him through the spacious mansion. The lounge led to a small stairwell that wound in a spiral until it opened into a small hallway. It was not nearly as ornately furnished as the bottom floor had been but the red carpet suited the dark grey color of the walls. Candles lit only a small fraction of the corridor so Dietrich found himself relying on a small lamp the butler in front of him had pulled out of seemingly nowhere.

A number of paintings hung on either side of them as they passed a number of doors. Each portrait seemed to contain a garden of roses in different seasons and times of day. In a few, Dietrich could see a young boy. A particular oil painting caught Dietrich's attention; the boy had picked a rose and it was scolding him and pricking him much in the same way as they had to Dietrich earlier that day. In the next picture over the boy had given the rose to a small girl. The rose seemed to have calmed down for the girl didn't seem to be under attack. Her short, black hair covered most of her eyes but small specks of amaranthine.

The butler took a sharp right and had to pull on Dietrich's sleeve in order to prevent him from continuing down the expanse of the portrait lined corridor. They stood at the foot of another small staircase. It was surrounded on its right by a wall of glass letting the dying sunlight stream through in a bright spectrum of color. They stood facing the stairs for quite some time but the butler didn't move. Slowly he raised his hand and started to unfurl one large finger after another as though counting the seconds that passed by.

As he was getting to the fifth porky digit, a beam of sunlight hit the wall opposite the window. A small crack seemed to appear in the stones. As though on fire a dark orange line ran across a small slit in the wall. The chubby man tried to slide his fingers through the small opening but to no avail. Grunting a few curses he looked up and motioned for Dietrich to come nearer. He pointed to the thin orange line that was dissipating quickly before Dietrich's eyes. Uncertain he ran his fingers across the wall. A small crease caught his fingers and a hidden door sprung open. The butler nodded in approval and beckoned once more, this time for Dietrich to enter.

Inside was a small room. It had a lavish green bed surrounded by a thin veil of golden curtains that refracted the light coming from a large window terrace. A small door led out into a bathroom with a shower that Dietrich was overjoyed to find. A small dresser had a few fresh clothes as well though Dietrich wasn't sure if they would fit him. Turning around to thank the butler he saw that the door had become a wall once more and all that signified where it had been was a small note.

_To the dear guest,_

_As our mistress has some business to attend to, we wish for you to stay in this room without trying to leave. If you need anything just ring and it shall be brought by way of the balcony. Once our mistress is done with her duties, she shall personally come for you._

_Sincerely, the staff._

* * *

><p>The Duchess walked briskly to her quarters. The White Rabbit had never been one for meeting in the actual conference room and he knew how much it bothered her when he picked through her things. Dee had informed her that her uninvited guest had made himself at home close to three hours ago and who knew how much of a mess he had created. She almost cringed at the thought.<p>

At the door leading to her quarters, the Duchess stopped to take a breath and collect herself. Almost apprehensively she pushed gently on the smooth wooden doors. Inside everything seemed to be in place though she knew that a few items would end up missing after this visit was through. The flickering of a candle caught her eye. She moved toward it, scooted it to the end of the table away from the large bookcases filled to the brim with epics and stories she didn't have the time to read. The light reflected on a nearby window, illuminating a tall figure half concealed by the floor-length purple drapes.

"To what do I owe this unfortunate pleasure White?" the Duchess greeted.

"You know, if anyone else called me that, they would be beheaded for treason," the figure pushed itself off the wall. The man had disheveled white hair with two large ears poking out of the locks. His eyes were huge in comparison to two small pupils and slim brown irises. The candlelight made his pristine white teeth appear yellow with the reflected light.

"Now you sound like my mother _White_," the man's smile only grew at the show of disdain. "And I am too interesting and valuable for you to kill me."

"True," they circled each other like two predators ready to rip each other apart at the slightest inclination, "but I would very much love to see how you respond to the multitudes of torture methods I have made especially for my precious Duchess."

A slight shiver went through the Duchess' frame, however she kept her narrowed gaze firmly pointed at the White Rabbit's face. They drew closer together, almost touching. In a swift movement, the Rabbit dove down and crashed his lips into the Duchess'. Her first reaction, the same as all the other time the filthy man imposed his will on her, was to gag and punch his smug face. Instead, she drove her lips into his, crashing their bodies together and clawing marks through the man's shirt and onto his back. White let out a low moan as her tongue snaked its way into his mind. She knew how to play with him, she'd had to learn quickly. Letting him take the lead but asserting herself by drawing his tongue away from her own mouth.

The subtle battle lasted for a few ticks of their inner clocks but it felt like an eternity for the Duchess. She pushed against the man's warm chest, signifying that she wished to break their kiss. He refused and let out a low grumble in protest as the Duchess ripped her lips from his. He chuckled and wiped the blood that had trickled from his mouth. A metallic taste filled the girl's mouth and she glared in scorn as she realized that he had bitten her tongue.

"Bastard," she muttered under her breath.

"Well that was fun," the White Rabbit smirked. "I do often wonder what happens next..."

"Nothing happens," the Duchess replied. The dirty man's allusions only worsened her foul mood. "I must keep you guessing for fear that you would have your fill and throw me away like all the other worthless scraps of women who share their bed with you."

The Rabbit just smirked and shook his head, "Fine, whatever you say _Darling_. Anyway, I just came to give this to you in person. It is an invitation, however I'm sure you know that you have no choice but to go."

With those last words, the White Rabbit handed over a pristine white envelope with golden embroidery around the seams, and he left. The Duchess watched as one of the twin butlers scurried to lead Wonderland's monarch out of her mansion.

Slowly, with fingers slightly trembling from annoyance and exhaustion, she opened the envelope. Inside read:

_You have been cordially invited to the annual card ball at the Heart Palace, hosted by our Lord and King White Rabbit. This invitation is meant for the Duchess and any escort she deems necessary to accompany her. Bring a mask._

Don't Be Late_,_

_Signed: the sixteenth heir to the throne of Hearts and Wonderland, White Rabbit XVI_

The Duchess' brow furrowed in thought as her mind drifted to the boy, now hidden in a secret room, whom she had sworn to assist in rescuing his love. The ball, the masquerade, would be a perfect time to fulfill this oath. With a smirk she turned to the table and set the envelope next to a smooth golden picture frame. The image in the photograph was covered in darkness but she knew exactly where jovial eyes, thin nose, large smile, pale skin, and dark brows were located.

"And I told myself that I would never get myself involved with the whims of romance. That is twice I have lost our bet, my love."


	4. Caterpillars, Cakes, Vials and Birds

**A/N: Well, I am finally writing again. School is hectic is all I have to say. Hope you enjoy and please review.**

The wall that was a door, or was it the door that was a wall, leading into the small secret room slid open on silent hinges. The sheer bulk of the width hid the figure behind it until it was well past halfway into the room. The Duchess poked her head around the large stones that camouflaged the hard wood surrounding the frame of the doorway. Inside, a small candle flame dimly flickered into and out of existence. Her eyebrows knitted together in confusion, for it seemed the room was empty. But the human boy had no way of getting out, the wall entrance was secure and there was no plausible way for him to climb down from the window. Her eyes surveyed the room. Dresser, open bathroom door, window, wall, bed, boy, wall... boy. Her eyes flitted back to the sleeping form lying, wrapped in green linens and white sheets. He must have been cold as the only thing showing above the covers was his face matted with hair. The auburn hair had turned almost black in the fading candlelight making the Duchess' breath catch in her throat. The dark hair, slight facial features, small smile creeping up his mouth as he dreamed. It was as though _he_ was back, lying in that same bed, probably hiding some new wound he had acquired during his latest escapades.

The Duchess shook her head. Such silly delusions were unhealthy and utterly unnerving. _He _was gone, this human would soon leave, and she would be alone... which was right where she should have been from the very beginning. Still, she couldn't help but run a soft hand across the boy's ruffled locks. He rolled slightly at her touch revealing an unbuttoned shirt and the soft flesh underneath it. A strange sound caught the ear of the girl standing above him. It was slow and calm yet bold. A sort of drumming rhythm that she couldn't place until she leaned in closer.

_Thump, thump, thump, thump._

Her eyes widened as her ear neared the boy's smooth skin. His chest rose and fell to the movement of his breathing and the sound of the beats. Ever so hesitantly, the Duchess pressed a finger to his ivory flesh, then another, and another, until her whole hand rested above his heart. A human heart. Her other hand reached up to grip her own chest. She could feel more than hear the soft ticking of her life clock. But his was so much stronger, his was so much louder. Such a thing to have, where it could last a person as long as it was possible. To not have it rigged to stop at the time destined by Caterpillar. To not know how long a person had to live, such bliss it would bring to her.

Dietrich shifted onto his right side cutting off the Duchess' connection to him. SHe pulled her hand back to her side but couldn't force herself to look away from the spot where the organ was sitting in its cavity.

"Mistress," a voice whispered from behind her.

The Duchess turned to her servant, probably Dee, and gave him a nod. Another visitor perhaps, or just more paperwork to complete for the tyrannical and lazy King of Wonderland. As they left she thought she saw a small waft of sapphire smoke out of the corner of her eye. The servant cleared his throat and she dismissed the notion.

* * *

><p>Dietrich felt the soft hand on his chest in his sleep. Of course he hadn't the slightest idea that it was really there, believing rather that it was just part of the dream. The dream of a picnic on a warm summer day. The leaves were green on all of the trees and the sky was a blue as the eyes of the girl sitting next to him. The yellow poppies in the field latched her golden hair and he couldn't help but tuck one behind her small ear. Her smile shown brighter than the sun warming their skin. He could feel the fabric of his summer shirt brush against her beautiful porcelain skin. And she was laughing, at him? Maybe, he wasn't sure. It was as though all the sound had gone out of the world. In a way he liked it.<p>

The hand on his chest seemed to move away. He missed its warmth, but only for a moment before he lost his train of thought as one often does in a dream. Clarisse had his attention now. She was trying to tell him something. Her lips moved and her eyes started to show signs of annoyance at his lack of understanding. Dietrich willed his mind to read her lips but he was not able to grasp the syllables.

She stood and pointed to her ankle where a large poppy had rooted itself. Dietrich looked to the flower in confusion, then absentmindedly plucked it out of the ground and away from his beloved's foot. Instantaneously, a cacophony of shrieks rained down upon him. All the flowers looked as though they had come alive.

"Good for nothing human scum!" a particularly angry poppy spat, as much as flowers could spit, at Dietrich.

"What do you think you're doing?" another asked in a haughty voice.

"Yes, you can't leave you little bastard. No Alice can leave Wonderland without the looking glass or the White Rabbit," another stated.

"Stay with us."

"Come back down the hole."

"Come now little boy, come play."

"Your nightmares are almost upon you."

Dietrich tried to look for Clarisse as the flowers grabbed his wrists and ankles and dragged him onto his back. The ground around him seemed to almost cave in. Clarisse looked down at where he lay. In her silent manner she tried to speak to him once more. Dietrich strained to call for her to run away, to escape the rabid flowers. Her lips spread into a large smile and then two arms wrapped around her slim waist. A flick of brown irises and long white ears flashed before Dietrich's vision and then he was falling.

The doors sped by him at the speed of light. Clocks ticked on the walls, pianos played strange tunes as they fell with him. Purple doors, grey ones, green. Opening closing, flashing. He tried to concentrate but felt his gaze failing him. Instead he blindly stretched his hands, reaching for any knob that could stop his descent into the hole.

His fingers caught on something. he gripped a small red door with everything he had. Painfully he pried it open with his foot and beheld... another door. This one was a light woody green, akin to the leaves in the meadow so far away now. That door too, opened into another, this time a dark purple. Dietrich cursed as he opened this one as well. Another, yellow... pink... orange... white... black... blue.

Dietrich dared not wipe the sweat from his brow as he opened the latest door in the series. This one was a deep bluish though it had a hint of something else. Instead of going outward this one actually swung in at its own accord. Inside was a small space. Dietrich eased a foot into the seemingly solid floor. It held his weight. Carefully he pulled himself into the room. Blue smoke filled his lungs as the door swung shut severing Dietrich from the vortex of doors.

"Alice," a deep voice said from the shadows of the sweet fumes.

"Sure," Dietrich said. Somewhere in the back of his head he remembered that that was what strangers were called in Wonderland. Wait, what the hell was Wonderland?

"Two Alices. That rarely happens. White Rabbit is testing the bounds of his fate once more it appears," the voice stated in a bored undertone.

"Umm, right. Wait, are you talking about Clarisse?" Dietrich rushed toward the deepest ring of smoke where the phantom spoke.

"The White Rabbit's new little whore, yes. Her fate is rather uninteresting. She served her purpose."

"Hey, that's no way to call a lady," Dietrich swung away puffs of blue swirls as he searched for his invisible companion.

"Fool! You, on the other hand, still have quite the role in our little game. Tell me, have you made the acquaintance of the Duchess yet?" the voice was closer though still void of a body.

"Yes," Dietrich said hesitantly ignoring the nasty comment yelled at him. Something told him that it wouldn't have mattered if he lied or not. This thing seemed to know the answers to every question that it was asking.

"Good. That means that everything is coming together nicely."

"Who are you? Where are you?"

"Why, I am right here."

Dietrich spun around and almost collided with the biggest mushroom he had ever seen. It looked like a death cap but was colored an unnatural azure. On it sat a rather plump caterpillar smoking an ornate little hookah. At first Dietrich had to squint in order to make out where the mushroom ended and the caterpillar began as they were both the same color and shrouded in indigo smoke.

"You... are a caterpillar," Dietrich said lamely. Under the circumstances he felt entitled to having his brain freeze up on him.

"And you, are an idiot. Well, I am glad that we have now stated the obvious," its small eyes glazed over as it took another long draft and released a puff of smoke. "You have come to Wonderland for a purpose. But I won't tell you what that is. No. The smoke shows your future clearly. Actually, it is clearer than I have ever seen before."

"I won't even pretend to know what you are babbling," Dietrich said in frustration. Manners seemed null since he had just had his intelligence questioned by a bug. True, it was a large blue talking bug, but a bug nonetheless.

"You have come here in search of the Rabbit's new play thing, you will not get it back, not that you ever had it but that is besides the point."

"Wha-"

Dietrich was cut off as the caterpillar continued, "The Duchess girl will take you to the annual Hearts banquet and ball in a few weeks. There you will find the little wretch that White dragged into the hole. You will attempt to save her and fail. The Duchess will attempt to stay behind. You must not let this happen. Beware of the Cat, he is the death bringer and the Duchess has yet to serve her purpose to me."

"Hold on, this makes no sense," Dietrich interjected.

"Silence, fool!" the caterpillar stated. "Heed my words and return to Wonderland."

* * *

><p>Dietrich burst out of his covers. The white linens flew down in their weightless fashion but he was already heading toward the wall with the hidden door searching for a small crack or ridge that he could use to pry it open. The damn thing was made of stone so there were quite a few though none seemed to work no matter how much he pulled. <em>God Damn It!<em>

"I want to get out of here," he snapped at no one in particular.

A tap on his window drew his attention to the thin glass. Outside, on the balcony, was a small vial in a basket and a white envelope. Dietrich turned the small golden knob and swung open the delicate frame of glass. The vial was filled with a clear, slightly periwinkle liquid. The stopper had the ornate design of a rose made of a brilliant silver and flecked with gold and ruby. He placed the vial back onto the napkin where it had been lying. The envelope had a seal with a similar rose embedded in the wax. He tore through it and pulled out the contents. On the crisp white paper, this was written:

_Dear guest,_

_Inside the basket where this letter was placed lies a small vial that you have no doubt already inspected. The effects of the liquid inside are instantaneous shrinking and a slight loss of balance. The second will fade within a few short seconds. Use this vial to find the small door in the sixth stone to the right of your bed. This door will lead you into the corridor outside. There you will find another letter and further instructions on your returning to size and finding your way through the mansion._

_Thank You,_

_The Staff of The Duchess_

Dietrich read through the letter once more to make sure he had understood it correctly. Having found no sain explanation he once again took the vial into his hand. With a shrug he popped off the stopper.

His first instinct after taking a sip was to gag. The mixture tasted strongly of soap and salt. He gasped as his eyes watered from the strong sensation given off by his mouth. He turned to look at the vial once more and found that it was somehow starting to get bigger. _The effects of the liquid are instantaneous shrinking..._ His shirt started getting bigger and his hands disappeared into the fabric of the sleeves. Dietrich quickly threw off his boots before he shrunk enough to fall into one. The world was getting insanely large and his head was starting to spin. The second side-effect.

Soon he was the size of his shirt button and completely naked as all of his clothes had gotten too big to wear. A breeze swept through making him shiver and almost lose his balance. With a quick shake he freed himself from the tangling garments and made his way toward the glass door... which had shut from the force of the gust of wind.

"Shit," he cursed under his breath as he attempted to open the door. It stubbornly held its place.

"Looks like your in a bit of trouble little worm," a voice chirped behind him.

Dietrich spun to face a... a blue bird which was now the size of a house in comparison to him, "Sorry?"

"Oh it talks. Fascinating, I've never heard any of the other worms talk. Mostly they just scream when I come by," the blue bird flapped down from its perch and hopped to stand a few feet, or was it inches, from Dietrich.

"I'm not a worm," Dietrich said. Something about the way the bird looked at him made him wary. "I just need a way to get back into my room. Could you fly and turn that knob for me?"

"You are a worm though. You have no fur so you can't be a Caterpillar and they are usually a lot bigger and scarier than you look. And why would you want to go into that room anyway, the Duchess doesn't like worms in her house. She'll have you swept up and thrown out anyway. Why not let me eat you?"

Dietrich backed up toward the glass as the bird hopped ever closer to him, "Wait, how do you know that I'm not a young caterpillar?"

Dietrich let out a sigh of relief as the bird stopped and tilted its head to get a better look at him, "Because... because you don't have any fuzz. All Caterpillars have fuzz."

"W-well I have fuzz, its just that it only grows on my head see," Dietrich tilted his head down and let his auburn locks hang down.

The bird leaned down to look at the wavy hair on top of the naked caterpillar. With a confused look it said, "That is true. But if you're a Caterpillar, where is your hookah?"

Dietrich's face lightened as an idea struck him. "I left it inside and then the wind locked me out. That is why I need your assistance in entering."

"Why did you come to the Duchess' though. She hates the Caterpillars, has she decided to let one tell her her place in the Continuum? Blue will be angry that it wasn't him."

Dietrich could tell that he was losing the bird as it tried to work things out in its small brain. "Blue sent me to convince her. I just hope she says yes. You don't want to see him angry do you?"

At that the bird's head shot up. Shakily it trilled, "No, no blue should never be angry!"

"Then help me get in," Dietrich pushed, hoping the stupid bird would believe him and forget about how 'wormy' he looked.

"What should I do?" the bird chirped back.

"Fly up and turn the knob," Dietrich pressed.

"Yes Caterpillar. Could you maybe read my smoke after you get your hookah back?"

"Sure."

The bird flapped its wings and rose toward the gold projecting from the glass. After a few fumbles and slips of its claws, the door slid open. Dietrich slid inside and made a run for the door in the stone. The bird called after him, asking something akin to the reading smoke question but Dietrich was already passed the small opening and out the other end. He stopped to reclaim his breath before looking for anything lying out for him.

A miniature basket, still twice as big as him, rested on the soft carpet a few paces away. It looked like something for a doll. Inside was another envelope and a slice of what looked like strawberry shortcake. The envelope itself was minuscule and must have been written while his size. It read:

_Dear Guest,_

_As it appears you have decided to take the vial and exit your room. In the small basket before you is a slice of Upelkuchen Cake. It will return you to your normal size. If you turn your attention behind you, you shall find a larger basket which contains clothing as you have no doubt left your other garments on the balcony. Aside form them, you shall also find a small map of the premises. Our mistress is currently in her study and requesting your presence._

_As Always Thank You,_

_The Staff of The Duchess_

Dietrich placed the note down and looked at the cake. Inwardly he prayed it was not as foul tasting as the drink. He picked it up and took a bite. The flavor was sweet and creamy though nothing like the strawberry shortcake it resembled. He took another and another until there were only crumbs left. Slowly he felt his world start to move as his head reached toward the ceiling at an alarming rate. It stopped midway there leaving him dizzy but normal again.

Turning back Dietrich saw the aforementioned basket with clothes and a folded map. Ignoring the paper for the moment, Dietrich slipped on the black trousers and white shirt. He casually swung the white coat with golden trimmings over his right shoulder and took up the map once more. It had a small dot with _You Are Currently Here_ marked over it in the far left corner and a purple dot stating _Destination _in the center.

Turning it so that it matched his position, Dietrich set off to find the Duchess and see what it was she wanted.

**A/N: I now this chapter was a bit boring but I promise they will get better. Setting up the story has always been my biggest problem. Any suggestions or criticisms are welcome but please no flames. :)**


	5. Bandersnatch and Fascination Street

**A/N: Sorry for the late update. My first test for AP Biology is nearing at breakneck speed and I really have to study... I just won't do it now. I still have time. Hahahaha. Anyway, hopefully my mind starts working on my plot line and I can begin the interesting parts of my story. Reviews are really appreciated. :)**

After about the sixth time Dietrich had rounded the same set of paintings, he was about to throw the map on the floor and stomp it to shreds out of frustration. It seemed that each time he took a step, the golden light changed from one side of the house to the other. His green light was starting to dim and his sense of direction had been shot to hell after about ten minutes of staring into the mouth of a grinning cat. In fact, this cat was appearing everywhere he turned his focus, once by the staircase, twice by a vase, three of them by a window. Each seemed to leer at him in its own annoying fashion, almost laughing at his predicament.

Slowly his long legs folded under him and he set himself in a comfortable sitting position against the wall. "Damn this mansion, and just my luck that there are no servants in any of these corridors."

Just as Dietrich mouthed his last word a shout came from down the corridor. One pudgy, red-faced butler was wobbling toward him in a speed hardly conceivable for the man, "Oh my, Sir you seem to have lost yourself quite well. You really must teach me how to do so, I'm afraid I'm terrible at it, always finding my way to where I'm going. Oh dear me I'm rambling. The Duchess awaits."

Dietrich tried to understand but the man's impossible accent and his lightning tongue made everything a jumble. So instead, Dietrich kept his lips sealed and fallowed the waddling figure down the opposite direction of whence he came.

* * *

><p>The study had always been one of her favorite rooms in the mansion. Even before the Rabbit's rebellion, when this had been her summer villa, the room had felt as though it was made especially for her. The heavy bookshelves smelled heavenly of old parchment and paper mixed with the soft husk of wood. Four massive windows paneled the western wall letting in a warm glow. The Duchess lounged in her plush chair, absorbing the autumn afternoon sun. At times she almost forgot how much she loved this place. True, most of those times involved an especially large amount of paperwork and an especially annoying white-haired man hovering over her. Yet, she couldn't help but chastise herself for letting go of the beauty and serenity this room had once brought her. Hell, still brought her.<p>

The large mahogany doors opened a crack and an auburn head poked its way around to get a better view of the inside of the room. A small shove form a Tweedle and the boy was stumbling in, almost colliding with a table heaped with china. The Duchess quickly stepped through a door to her right and reappeared in front of the table just in time to catch the blundering youth before he hit it and sent its contents crashing to the floor.

"How... you used one of those door thingies didn't you," Dietrich mumbled as he straightened up. She smiled at his attempts to understand the ways of her world.

"Yes."

"If I may ask..." he paused noticing their proximity and tried to scoot away unnoticed. The slight upturn of the Duchess' lips proved that his attempt failed, "how many of those doors are there? Have they always been there?"

The Duchess smiled, "I haven't counted and I think that it would be a large waste of time. As for where they came from, I really don't know. The doors connecting Wonderland have always been there, though only myself and the Cheshire Cat can use them."

Dietrich noticed her eyes darken slightly at the mention of the cat. What a cat could do to make her upset was beyond him so he decided to let it go. "But the White Rabbit can use them too right? I mean that's how he took Clarisse isn't it?"

"The White Rabbit is the only one who can open 'Holes' or connections to your world. He cannot move throughout the doors in Wonderland as I do," a satisfied smile played at her lips as she said this.

"You sent for me to discuss something other than doors I presume," Dietrich changed the subject, knowing full well that he would only get more confused if this was allowed to continue.

"Right. There will be a masquerade ball at Heart Palace in a few weeks. I believe this will be our best opportunity to attempt a rescue of your a-"

"Clarisse," Dietrich finished. A masquerade... the caterpillar said something about that... but that was a dream...was all of this a big dream?

"Yes. Now, I need to find you some clothes and information. For that, we will probably have to visit Hatter on Fascination Street," the Duchess bit at her nail as she looked him over. "Do you think you'll be able to handle going through the doors or do we have to take conventional methods?"

"I would prefer conventional... How far is it?"

"If we take the Bandersnatch, probably a day or two... Jubjub bird would be best... but I only have one," she turned around and strode to the window. Dietrich couldn't help but admire the way her dark tresses lit slightly red in the burning sunlight.

"Alright," Dietrich jumped slightly as the Duchess whirled around and grabbed his hand. He stumbled behind her as she pulled him down a flight of stairs, through two large white-washed doors and into a cobblestone pathway. She tugged him sharply to his left, leaving him stumbling to catch up as they walked to a large horse stable looking structure.

"Dormouse!" the Duchess called out.

A frail looking boy with sandy hair flopped out of a stack of what looked like bird seed, "Yes my lady."

"Saddle two Bandersnatch for me would you?"

The boy blanched but gave a firm little nod and scrambled in through a hole in the side of the building. A frightening growl and yelp resounded from inside. Dietrich looked at the girl beside him from the corner of his eye. She didn't seem phased by the ruckus in any manner. A few minutes passed before a scratched and huffing Dormouse opened the main doors and led out two... They looked like a mixture of saber tooth and snow leopard, if said saber toothed snow leopard was the size of an elephant. The creatures' legs were short, compacted by bulky bodies though their claws were the length of Dietrich's forearm. A pair of golden eyes bored into him and he couldn't resist the urge to take a few large steps back.

A soft hand pressed against his shoulder, keeping him from going too far back. He turned to meet soft purple eyes. "Its alright. They don't bite... well not unless I command them to or you happen to be poor Dormouse. They don't really like him for some reason."

A small giggle escaped her lips and she prodded Dietrich forward and to the right of the massive creature. The saddle strap had ladder-like steps allowing him to climb onto the small of its back. A smooth rumble escaped the thing's chest as Dietrich settled himself into position. The Duchess jumped elegantly onto her own stead form an invisible door above.

"Um, how do you steer this thing?" Dietrich asked, nervously running a hand through his hair.

"Don't worry, it will follow me so just sit back and relax," the Duchess smiled and shouted a command to the Bandersnatch. Together the giant cat-creatures leaped forward toward the iron gates.

"Oh my god!" Dietrich managed before he shut his eyes against the wind rushing past him.

* * *

><p>They rode for most of the day though Dietrich missed most of it because his eyes immediately teared up every time he cracked them open. The sun had dropped past the horizon and twilight was waning when he felt the change in the beast's pace. Dietrich peered through his eyelashes. The wind whipping his hair had died down and he was actually able to look at his surroundings. And as he did, he found that he could see nothing except black. He turned his gaze up and gasped as his eyes caught the endless sea of stars. Even in the quiet town where he had grown up, the stars had never been so close, so large, so... bright.<p>

"They're amazing," he murmured reaching up as though to cup them like diamonds in the palm of his hand.

"Caref-" the Duchess started but it was already too late. Dietrich's outstretched hand made contact with one of the burning orbs and he yelped as the skin of his finger was burned.

"What the fu-" he gasped as he almost fell from his perch. A firm hand grabbed his wrist to keep him form toppling.

"They're fireflies. Have you never seen one?" the Duchess looked at his hand with concern.

"I have, its just they aren't that big, nor do they burn when you touch them."

"Really!" the Duchess exclaimed. "But why would they be called fireflies if they don't burn you?"

Dietrich chuckled as his fingers slipped through hers and his hand was returned to him. "I think it has mire to do with the glow they make."

"Your world is strange," Dietrich couldn't help the laugh that escaped him as she stated that. Her clear laughter joined his as they continued passed the combustible insects.

"Let's stop here for now. Its dark and the Bandersnatch have awful eyesight."

Dietrich nodded enthusiastically. Slowly he felt his way down the ladder of the saddle and stumbled onto the soft ground.

"You didn't happen to bring a tent or sleeping back did you?" he asked, cursing his lack of preparation.

"Of course," even in the dark, Dietrich could pick out her smile. He liked it when she smiled. It felt warm and sweet, pleasantly different from the cold smiles of the ladies back in his world. _Stop it Dietrich,_ he silently chided himself_, now's not the time to be getting distracted. Clarisse is still with that rabbit-eared guy._

"Here's yours," the words brought him back to reality, or Wonderland anyway, just in time for a heavy sack to collide with him.

"Oof," he huffed as his feet gave out and he landed on the grass.

"Sorry, you okay," a worried face peered down at him. Dietrich blushed at her closeness. He looked away with a nod and busied himself with fixing his tent.

"By the way, I could only bring one tent so we'll have to share, you alright with that?"

Dietrich felt like his head was going to implode. He mentally punched himself to knock out the images coming to mind. Nothing would happen, the tent was likely large enough to fit them both. "S-s-sure."

"Great."

For the next fifteen minutes he worked quietly to set up the pegs as she draped the fabric over the tin skeleton. Dietrich wiped his hair out of his mind as he finished hammering the last piece into the hard earth. A gentle fabric draped over his neck. He pulled out of it and gave a tired smile to his partner. She returned it warmly. His discomfort at sharing the tent had disappeared as the full size of it came to realization. It was probably enough to fit at least five or six people and had three different compartments each with separate folded doors. The Duchess took two smaller pegs and secured the two Bandersnatch to the far corner of the massive canvas.

"After you," she tilted her head and pulled back the entrance flap. Dietrich bent over to get through then straightened. The inside of the tent seemed even larger than the outside.

"Where did you keep this thing?" he asked as the Duchess entered after him.

"Through a door. Its a little more complicated but I can stick my arm into one door, have it come out of another one, grab whatever it is I want, and then retract. The only problem is that I can't see which door I go into so it takes me a few tries. Usually I count seconds, at two or three there is a door so I can estimate it... I think I lost you somewhere in that explanation," she smiled at his befuddled expression.

"Umm, arm stuck through two doors, grab a tent, pull it through. I don't try to understand how that's possible," Dietrich admitted sheepishly.

The Duchess chuckled and went through on of the canvas doorways. "Yours is the one to the right."

"Goodnight Duchess," Dietrich said before slipping through into his section of the tent. He could almost see the small smile spread across her face.

* * *

><p>The morning came too early for the Duchess. She was the kind of person to just lay in bed for hours before getting up to start the day. Her companion, unfortunately for her, had other plans. So at the crack of dawn, Dietrich was rustling out of his sleeping bag and preparing his things for the journey. Slightly annoyed, the Duchess turned around and buried her face in her makeshift pillow. Not even five minutes later a head poked through her flap with a cheery good morning. Her head drew itself from out of the covers to find a wide grin and a plate of something that smelled really good. If there was one thing to get her out of bed, it was breakfast so she gave up on lying around and sat up.<p>

"I found some eggs and vegetables in your pack so I made omelets," Dietrich beamed.

"Smells lovely," she replied groggily. His head disappeared to give her some privacy as she changed into her traveling clothes. The soft shirt felt nice over her stiff muscles and the coat chased away the last bits of the previous night's chill.

Outside, a small pan lay over a dying fire. The Bandersnatch were still snoozing which surprised her. Their hearing was top notch so Dietrich's ruckus should have at least stirred them from their slumber.

"Here you go," Dietrich handed her the plate of food. The 'omelet' seemed to be a mixture of cheese and vegetables wrapped in egg and fried in the pan. She poked at it for a bit before taking an apprehensive bite.

"This is amazing!" the Duchess took another massive bite.

"You look like you've never had one before," Dietrich laughed.

"Well... I haven't," she replied a bit embarrassed.

Dietrich's eyes widened a bit as he joked, "Then you have been severely deprived my dear."

Together they shared a laugh as the Duchess finished off the last bit of the foreign food. True she preferred the tarty tarts to most things, but this concoction came in at a close second.

"Alright, we'd better put down this monstrous tent and head out right," Dietrich pushed himself to his feet and stuffed both dishes and pan into his small pack which he then secured to the Bandersnatch.

"Yes."

In a few minutes of folding fabric, folding metal wires, and prying pegs from earth, they were standing in front of a well organized pile of tent. With a flick of her wrist, the Duchess stuck her hand into nothingness. The other grabbed each piece of equipment and handed it to the invisible one. Dietrich looked uneasily at the void that enveloped her. The normalcy with which she did this whole door nonsense was astounding.

"Ready," she huffed as her arm reappeared.

They both climbed onto the ridged backs of their steeds and set off at a fast pace. Dietrich found that she had hung aviator goggles over his saddle. They helped immensely with the wind and watering problem.

The plains around them swept by as though just blurs of green against an equally blurred blue sky. A bit ahead, Dietrich could see the pulpit of a town building rise up. At first he thought it was some sort of church, but then the design came into view along with its design of heart arches and heart glass windows. _If this is a church, it is the strangest I've see,_ he thought to himself.

The Bandersnatch slowed. The Duchess' hand came up in a halting position and both beasts ceased their advance. "From here we walk."

"Sure," Dietrich said nonchalantly. In this land, it was better not to question.

Leaving the Bandersnatch secure under a lone tree, the two started making there way into the town. A bustle of activity was happening as the morning chores were being done. The vendors at the marketplace were setting up shop and Dietrich's senses were immediately overwhelmed by bizarre smells and colorful sights. A man selling beads and charms shouted his wears, claiming each was either a curse or a blessing. Yet another advertised his different fruits, some familiar and other utterly too bizarre to describe. The Duchess grimaced as a jumpy looking fellow sampled little bits of yellow liquid in vials to a large group of people.

"Tea, tea sold here. Let your worries melt away as pleasure takes up all in your mind. And for you who have had the experience, keep those clocks from stopping and restock. Tea, tea sold at a good price here. Straight from Heart Palace, here for your convenience," the vendor's shouts continued over the drawl of side conversations.

"What is he selling?" Dietrich inquired. He was good at just going with it, but tea bringing pleasure and making clocks work was just beyond him.

"Tea, its complicated," the Duchess said gruffly. Her expression was closed and no further explanation was going to be given.

They twisted through colorful buildings and even more colorful people. The houses seemed to be as unique as the clothing. The faces always different though some were hidden behind masks ranging from brilliant red and gold to stoic black and silver. Dietrich felt as though he was in the middle of some golden Renaissance city in Italy as the townspeople flourished by. So elegant they were, almost like porcelain dolls.

"This way," the Duchess said from in front of him. She had turned into a dank corridor leading to a blank stone wall.

"Fascination Street?" Dietrich remembered," I thought it would be a little more... fascinating."

"Oh it is," was the smooth reply as delicate fingers spanned the left building. A small groove detached from the house's side and a thick door swung open. It was similar to the one in the mansion but, instead of hiding a room, this one led into a full fledged street. This one was not as full as the central marketplace, but it had its share of bustling individuals. Most stopped to tip their feathered hats as the raven-haired girl passed them. To Dietrich they gave wary or mocking glances. Some even laughed as they passed him. It put him a little on edge.

"Has the Hatter moved residence recently?" the Duchess asked a scruffy looking man.

He turned his unshaven face to look at her. His eyes squinted shut as the sunlight flickered behind her. Dietrich couldn't help but stare at two massive brown rabbit ears that stuck out of his disheveled mass of hair. A grimace ran along his face as he stood up shakily. A bottle of scotch slipped from his hand and shattered on the cobblestone street. He cursed inwardly but made no attempt to pick it up. Instead, his hands found their way into the pockets of a rather tattered plaid duster.

"I don't give such information to the pawns of White," he spat out and them collapsed in a heap on the floor.

"You will give me the information I want Hare, or I will toss you into the hole of doors myself," the cold voice that came from the Dichess' lips made both men shiver. It was as though she had summoned her own little blizzard form one of the portals.

"I don't care," the man replied though not as certain as before. "And you can't do anything to make me spill."

A cold grin marred the girl's lovely features. "Oh. I sincerely doubt that Hare. You have no idea just how much leeway White gives me when it comes to traitors. So either you tell me what I want to know and neither you nor Hatter is turned over... or you die a cruel, slow death. Perhaps I'll infuse you with tea and leave you to whither until your clock ceases."

The man's eyes went wide and he scrambled to his feet again. "Hatter is in the Chessboard Pub. He should be in the third room though he might have left. I haven't been there since last night and he usually disappears after I get hammered."

"Thank you. I will make sure that White knows nothing of your involvement with Hatter. Rest assured his location will not be compromised.

"Whatever, just leave me alone," Hare replied. As the Duchess turned away, he shook his head and muttered,"Cheshire would cry at how far you have fallen. To back stab us all like that."

The Duchess' hair turned a funny shade of black and red as her eyes dilated. She turned with a murderous look in her eyes but the man was already gone, hidden in some alley or another. With a brisk turn, she continued away as her hair returned to its ebony state. Dietrich could only follow and wonder at the remark that seemed to bring her to breaking point. _Cheshire?_

With a last look behind her and a hissed,"Damn drunkard that March Hare," the Duchess and her Alice walked on toward the Chessboard Pub and the man called Mad Hatter.

**P.S: Okay, pretty much just a filler. Next chapter should have more of a plot but I really wanted to get a little friendship going between the characters. I still am not sure about pairings so... ya I'll decide when I have to. Or I can take review opinions. Not saying I'll do what they say or not but I do value feedback. And I don't know why I added omelets because I really don't like them, but bacon and eggs seemed too boring and I don't think cereal was invented in the 1800s. And finally, yes I took the title from the Cure song if any of you oldie lovers are reading this. Anyway, hope to update soon but life happens so until next chapter. Review please!**


	6. Mad Hatter

**A/N: I'm going to update cause I know I probably won't get to it in forever. Special thanks to James Birdsong for your reviews. Glad you like the story.**

The pub was dingy and smelled of dank socks and alcohol. Dietrich looked in amazement at how many people crowded the small room and bar. I was before noon for god's sake. Or, at least it had been when they had walked it in. In there, the windows were blacked out with black canvas. It had small holes everywhere, as though some hammered moron decided to create a starry night image. Probably that March Hare man. Dietrich felt his face go slightly red in irritation at how he made Duchess upset. _Because she my friend_, he reminded himself, _no other reason. _

"If Hare didn't lie, Hatter is up the stairs," the Duchess mused. "Third door..."

Dietrich gave her a worried expression. Her usual bubbly-ness had disappeared and the cold glare she wore now was quite frightening. Silently, he fell into step behind her as she trudged toward the stairs. An angry bartender rose to comment, probably on their lack of payment, but hastily withdrew as soon as he recognized the ebony-haired girl. Most of the pub had gone silent as they passed. Most had expressions of fear but a few were brave enough to give menacing glares. The Duchess moved passed them without acknowledgement.

A burly man stepped in front of them and held up a hand. "The upstairs rooms are closed for reconstruction. No one is allowed, for safety purposes."

"Hatter should think of better excuses," the Duchess replied icily and made to get around the behemoth. He placed a meaty hand onto her shoulder as a final warning. Dietrich attempted to pull her back but the Duchess was already in motion.

The man had no time to react as a knee collided with his groin and a fist shattered his jaw. The girl was a flash of black and red as the Duchess spun to grab the man's neck with both hands and snap it with a sickening crunch. The man's eyes rolled up into his face and he gave a last gasp of life before collapsing in a heap on the floor. A growl from behind was Dietrich's only warning before three other giants came out of the shadows and encircled them. He frantically stepped back until he was standing beside his companion. Her hair had taken that strange red hue again. This time it seemed to be an even more pronounced crimson. A punch flew at them at a speed that was nearly impossible for the size of the men. The Duchess circled around it taking it into her arm and twisting until it was yanked from its socket. A quick jab to the man's nose with her elbow and he was down. The cartilage was bleeding profusely showing that it had probably hit the cranial matter. The man was dead. The other two lunged at once. Dietrich ducked but a fist connected with his ribs and he was sent flying, right into the arms of the second man. He screamed as muscly biceps and forearms dug into his chest. He couldn't find the air to scream and lights were starting to flash in front of his eyes. Suddenly the grip loosened as a grunt of pain came from behind him. Dietrich was dropped like a sack. He saw a spike protruding from the foot of the man who had had him in his death grip. Another spike buried itself in between his eyes and he toppled.

Dietrich stayed where he was for fear of another assault but none came. A soft hand pulled him up and two concerned violet eyes took in the amount of damage he had sustained. His eyes came back into focus and he saw the fourth man lying on the floor with a rip along his abdomen, blood covered everything. Dietrich suddenly had the urge to puke. He clutched his stomach and the Duchess' concerned expression came back. She wrapped his arm around her neck and gently dragged him up the worn wooden stairs that led to the second story. Behind them, a soft murmur grew as people filtered back to their respective tables and corners, the scent of alcohol keeping them from actually leaving.

On the second story Dietrich was able to find his legs again though a sharp pain was growing in his chest. The Duchess placed a hand over a particularly tender spot and he yelled in pain. Her brows furrowed and he couldn't help but smile. _What a cute expression, that is, for anyone, not just because it's her._

"I think your second and third ribs are fractured. We'll have to take a look after this is done. Stay here and look nonthreatening alright? I'll be back as soon as I can."

He tried to argue that he was fine but her stubborn scowl shown him that it was futile. Instead he watched her walk down to the third room and disappear through the small door. He dragged himself closer and was happy to find that the walls were paper thin and perfect for eavesdropping.

* * *

><p>Hatter's room was unmistakable. The piles of hats and sowing materials piled along every wall, obscured most everything. The Duchess' worn traveling boots stomped without care for stealth. The sneaky bastard was probably already aware of her presence anyway. A chuckle from behind proved her suspicions.<p>

"To what do I owe this displeasure Ekaterina?" a high-pitched laugh burst from the shadowy figure's mouth.

"That is no longer my name," the Duchess answered calmly. Turning she punched past a pile of hats and through a small window. The glass cut but didn't hurt. A beam of light hit the figure and she smiled as he fell into a heap screaming.

After a few seconds and from a new dark corner of the room the man spoke again. "That wasn't very nice, EKATERINA."

"Stop saying that name!" she screamed. He knew how to get under her skin.

Two green eyes glimmered from under the large top hat. His face was still covered by his wild black hair but she could still sense the annoying smile spread across his lips. "Why Ekaterina. It was such a pretty name. So much better than _Duchess._ It's as if, when you got the fucking title, you became a bitch. Get away from me unless your here to kill me."

"I'm starting to think about it," she said through gritted teeth. "I am here for information about the new Alices that came into Wonderland and where White holds them. I know you've been looking into them for years now."

Another lunatic laugh brought the man to his knees. The Duchess was gritting her teeth so hard that she thought they would crack under the pressure. "Y- ha ha- you think I'll just tell you? Why don't you ask your darling White himself since your his most trusted adviser. Don't you run the damn country while he just plays with his toys? I thought you were better than that."

"You have no right to judge me," she growled. "Tell me what I wish to know and go back to wasting away."

"It was you who vowed to be the most powerful monarch Wonderland had ever seen. Your mother must be rolling in her swampy grave as we speak," his cackle was cut off as a blade lodged itself into his arm. He whimpered once. Then he broke into a wide grin as he slid the blade from his flesh.

"You are a traitor, conniving little bitch. You should have been the first to lead the revolts but instead, you are the Rabbit's little lapdog. You kill his enemies and feed his greed. I will never help you," the grin was gone and eyes shined dangerously.

It was now the Duchess' turn to laugh. "You plotted against my mother; now you plot against White. What gives you the idea that I would ever help you to bring about the downfall of anyone. When I retake the thrown, you will only plot against me as well. Tell me what I want to know Hatter."

"Or what Duchess? You give the girl behind the title no end of shame. The Ekaterina I knew would shake with fury if she saw what has become of you."

The Duchess had had enough. True, Ekaterina would have cringed, but she wasn't Ekaterina anymore. Ekaterina had died the day her role had been bestowed upon her. The role of Duchess. With barely a blink she disappeared into the voi and reappeared behind the Hatter. He swung away and lodged two quills into the pile of hats where she had been a fraction of a second earlier. Only, now she was to his right. Now to the left. Now behind. Quills flew everywhere in hopes of hitting their target. But she was too quick and soon she was close enough to go on the offensive. She pulled out a small blade and cut out his ankle ligaments. With a scream he toppled to the floor.

* * *

><p>"To what do I owe this displeasure, Ekaterina?" the voice was high and sounded unstable. Mad hatter? The name must have fit well. But who the hell was Ekaterina?<p>

"That is no longer my name," the voice of the Duchess sounded through the plaster. _Her name wasn't Duchess?_ Dietrich pulled his ear closer to catch the conversation.

Dietrich heard the glass shatter. His first instinct was to rush in and aide the Duchess or Ekaterina or whatever his companion's name was. He held his breathe waiting. When no scuffle followed he presumed they were going to talk. A small shriek and a silent curse came from someone who didn't sound like the Duchess.

"That wasn't very nice, EKATERINA," the voice mocked. Dietrich inwardly cringed as the Duchess lost her cool and started raising her voice. the last thing he wanted was a repeat of the March Hare. The Hatter seemed unaware of how close she was to boiling point so he kept goading her on.

"I am here for information about the new Alices that came into Wonderland and where White holds them. I know you've been looking into them for years now."

Dietrich sighed. The tension hadn't left her voice, but at least his friend wasn't about to go on a murderous rampage. Well, yet. Instead of answering, the man just spun into another conversation. Dietrich could almost see black hair starting to redden. But what was that about a mother, and the monarch of Wonderland? And roles?

A zipping sound was the only warning Dietrich got before six quills slammed through the thin wall and embedded themselves into the thicker one across from him. Inside a grunt and more zipping sounds resounded. Dietrich could tell that this wasn't like the previous clattering. This was a real fight. the scream that tore through the hall only fortified his suspicions. He got to his feet wincing at the sharp pain in his ribs and rushed into the door... just in time to see the Hatter pressed to the floor with a knife pressed against his neck. The Duchess' hands were covered in blood though there was no injury to either of them that he could see. That was, until Dietrich spotted the man's ankles. Both had two bleeding gashes that left his feet pressed to the floor in odd angles. Neither of the two made any indication that they had noticed his entry.

"Where does White keep the Alices?" the Duchess growled.

"Kill me and then I'll tell you," the man chuckled. The blade pressed down enough to draw a thin stream of blood.

"You were saying."

The man gulped. "Why would you even care where he keeps his little slaves. Don't tell me you've gotten a heart since the last time you almost killed me."

"Never," she replied sweetly. It was almost as frightening as her icy tone. "I need to procure a certain person and I need this information to be able to do that."

Hatter held back a snort of disbelief. "Don't tell me you're trying to rescue some girl for the boy standing like an idiot in that doorway."

Dietrich shrank from the stares directed at him as the Duchess finally saw that he was present. Without a word she turned back to the man underneath her and shoved his face into the floor. "Yes. I'm being helpful. Isn't that what everyone said I should be?"

A muffled reply came from the Hatter though it was lost due to his mouth's proximity to the dusty boards.

"Come again?" the Duchess said as she lifted his head up by long floppy black locks.

"I said that I'll help you if you promise to do something for me."

"You really aren't in a position to negotiate," the Duchess' voice was practically dripping with venom and the blade had moved to the man's Adams apple. "But I'll humor you and hear you're request."

The wide grin returned to the man's face. "I want you to kill White."

"That's a steep price," the Duchess replied. Dietrich stared in horror as the two talked about taking someone's life as casually as if they were discussing a Sunday picnic.

"The second option is even steeper," he replied.

"What option would that be I wonder?"

"His puppet."

"..."

"White has a servant that has been causing me quite a few problems lately, oh and don't worry, I'm not referring to you."

"And who might this servant be?"

"He is someone who isn't supposed to be alive but is. You will know once you see him. Promise to kill one or the other and I will give you the information you seek."

The Duchess paused and then replied,"Fine. I'm good at killing and it will save me a lot of time if you just talk now."

"Is that a yes?" the Hatter sneered.

"It's a promise. Now tell me everything you know. And it better be good," the knife dug in just a little to emphasize her point.

"Alright, boy," he barked at Dietrich. "Get my papers from the desk to your right- no, other right- there you'll find a schematic of Heart Palace. It will tell you everything you need to know."

Dietrich rummaged through a stack of magenta yarn and three bowler hat before he uncovered the paper Hatter was talking about. It was yellow and gnarled but readable. And the blueprints of the building that were drawn there looked like nothing Dietrich had ever seen in his life. The castle was made of five towers and four surrounding battlements. Each wall was divided by four pillars that led to two hearts one upright, the other upside down on it. Above them, half-hearts rose, most likely to serve the purpose of arrow slits. The main tower was surrounded by large arches that curved out then in, forming large hearts. They didn't call it Heart Palace for nothing apparently.

"Here it is," Dietrich unfurled the paper in front of the Duchess' face since her hands were preoccupied.

"Good," she stated. She took the blade away from the Hatter's neck. His sigh of relief was cut short as she brought down the heavy pommel onto his head, knocking him unconscious. Looking up at Dietrich she smiled reassuringly and said," Can't have him pulling one of his tricks on us."

Together they left the dingy room full of hats and the man lying in a puddle of blood. As they exited the bar, Dietrich couldn't help but glance at the setting sun and wonder where the time had gone. A sudden pull against his arm painfully yanked him back into reality. His ribs felt as though they had erupted but a hand was clapped over his mouth so that he wouldn't scream.

"Don't move," the Duchess whispered. Dietrich couldn't help but blush at their proximity though she didn't seem to notice it. He followed her gaze.

A line of soldiers was marching into the pub. Their uniforms reminded Dietrich of the Palace Guard he saw the one time he had been to London, only their shirts and overcoats were lined with hearts. A white spade was placed lopsidedly in the center of their chests, probably having been added to the uniform by unskilled hands. A scowl darkened the Duchess' face as they disappeared behind the doors. Shouts and screams came from the customers as each one was tossed into the mud. From the second story a figure in a dingy, ripped up coat and black top hat jumped through a window and landed on the roof of another house. A gun appeared out of the depths of his clothing and he hit at least six of the soldiers that rushed out to apprehend him. A hand pulled him, more gently this time, away from the scene, but Dietrich still had a moment to see the stranger slip into nothing. He looked at the Duchess and saw that she too was focusing on the spot where he had disappeared.

As they ran out of Fascination Street and away from the village, a pillar of smoke began to rise. The people screamed and ran from whoever was assaulting them. Dietrich turned from the horrific scene to see a single tears roll down the Duchess' cheek. Then she was hidden behind a rush of her hair. As they reached the tree, Dietrich noticed that they were missing something. It was actually hard to miss the absence of the item in question, because that item was an entire Bandersnatch. The Duchess walked to the remaining one and pulled off a note, stuck on the saddle with a very familiar looking quill. Dietrich peered over the Duchess' shoulder and read the sloppy writing:

_Ekaterina Heart,_

_I am grateful for the rescue earlier. NEVER PULL ME INTO THAT DAMN VOID AGAIN! Honestly how you do it sickens me. Anyway, as you have probably noticed, I took one of your Bandersnatch. I will give it back in due time, probably. But for now, consider it a fair trade for the map._

_Ta,_

_Terrance Shapka, because Mad Hatter was not the name I chose to be given._

"Damn moron," Dietrich couldn't fathom how she could say it almost endearingly when she had just hit him in the back of the head with a knife pommel. "It seems you'll have to ride on mine."

"I have questions," Dietrich said. He needed to know her involvement with the White Rabbit and this Mad Hatter before trusting her with the life of his beloved.

"Later, when we return, I will tell you as much as I can. But now, let us leave before the soldiers come for us as well."

Dietrich clambered onto the back of the beast and gripped wove his arms around her waist. For the first time, he was too far away to blush.

**P.S: Okay, story is starting. Next chapter, some explaining, not too much cause I don't want anyone to stop reading. Then we get to the masquerade!**


	7. Tea and Swordplay

**A/N: Ahh, feels good to update. This weekend has been HELL! But enough about me, you guys have been waiting long enough.**

The ride back was a little daunting for Dietrich. After all, he was a guy and the Duchess was a very beautiful girl and his arms were wrapped securely around her slender waist. They rode through the night this time, which was horrifying as they ran into all sorts of things along the way, the worst of which was a beehive. Several hours of blistering and itching and they had to halt so that the Duchess could pull a medicine bottle out of the void. They returned to the back of the Bandersnatch and continued on into the morning. So, by the time the mansion was in sight on the horizon, Dietrich was quite uncomfortable.

"Dormouse!" the Duchess called. "Take the Bandersnatch back into the stable would you. And make sure you feed him, he's practically starving."

Dietrich and the slight boy both shivered at the playful smile on her lips as she said the last sentence. Of course the snarling leopard-thingy didn't help ease their tension. Dietrich gave a sympathetic look back at Dormouse and followed the Duchess through the white doors leading into the large room beyond. The Tweedles stood at attention as though they had known that they would be arriving. Dietrich wouldn't have been surprised if they had.

"Would you bring a set of tea and some tarts and biscuits to the study," the Duchess ordered as she swept past them and up the stairwell leading to the windowed room.

A heavy sigh left her as she fell into one of the chairs that littered the floor. It seemed as though there were more than the previous time he had set foot there. He placed himself carefully over a dark mahogany and velvet chair across from his slumped companion. He cleared his throat making it clear that she could stall him no longer. With an almost pained expression she lifted herself into a more formal position and crossed her fingers under her chin. Dietrich couldn't help but notice how could the posture made her look. _But Clarisse is the one I'm worrying about now._ He mentally kicked himself and proceeded to return her gaze.

"What did you hear and what do you want to know?" she finally said. "I cannot promise that I will answer everything, but I will try to reveal as much as I can."

"What is your name?" Dietrich asked. He felt it almost comical as an expression of anxiety crossed her face. _Who is afraid of saying their own name?_

"The Duchess," she replied firmly.

"That guy called you Ekaterina," Dietrich pushed. Her eyes shrank and she stiffened at the name.

"Yes, he knows exactly what to say to annoy me," she muttered under her breath then turned to Dietrich once more. "In Wonderland certain people have roles bestowed upon them. When a role is taken up the person's original identity is forgotten and the name is lost. Ekaterina was my name before I took on the role of Duchess. Now it is nothing more than a memory."

"How can that happen!" Dietrich lowered his voice to continue," How could someone take away your name? Tha- that seems so... I can't even..."

"We are used to it here. I know in your world it is a bit different. There your name is kept forever. Here though, it is an honor to be bestowed with a title. Do not worry yourself over such things. To answer your question once more, I am the Duchess. No more, no less."

Dietrich wanted to press the issue, to show her how cruel it sounded to have been stripped of all identity just because of some role," What is a role?"

"The roles were established when the first Alice came into this world. They were the people she had the most interaction with. You have the primary roles: Caterpillar, Mad Hatter, White Rabbit, Duchess, and Queen of Hearts. There are also secondary roles such as the March Hare, Cheshire Cat, and the White and Red Queens. Lowest of the roles are the third level: Dormouse, Tweedles, Dodo, and the assortment of beasts like the Jabberwocky and Bandersnatch. The rest of the people are without roles and unimportant when it comes to Alices."

"So, the whole Wonderland hierarchy is based on one girl who came here however many years ago?" Dietrich asked, perplexed.

"As stated by the Orichalcum, read by Caterpillar Blue, head oracle of Wonderland," she stated simply.

"Alright, I'll pretend you guys aren't all nuts and go along with it... What is your connection with White? And what was that about you being the rightful ruler of Wonderland?"

"The second question is easier to answer; I am the daughter of the former Queen of Hearts, supreme ruler of Wonderland. I would have been crowned Queen of Hearts after her death but White led the rebellion and claimed the throne. I was too young to be named and the balance had been broken, as there was no way for me to be Queen when White had the throne. So instead Caterpillar named me Duchess, second highest ranking so that when White falls, I take the throne and am renamed the Queen of Hearts."

"And White? Are you loyal to him or not?" Dietrich repeated. A cold iron had sunk into his stomach. He had no allies except the Duchess, and to have her working for the man who abducted the girl he liked, it frightened him.

Before she could answer, a Tweedle entered the room with a delicate cart stacked with a gold flake tea set and a pile of small red filled tarts. He bustled to the table and quickly set them down on the white tablecloth. The tea was poured into the small cups adorned with yellow diamonds and ruby hearts. The Duchess tipped her head and the pudgy man waddled out the door. With a delicate hand she reached for her cup and swiveled her chair to face the large windows and the setting sun behind them.

"My 'loyalty' to White is a necessity. I despise the man more than should be possible. His blood will be the first to be spilled under my reign. But for now I must be cautious. Tell me, do you know what Wonderland's Tea is?"

Dietrich looked at his own cup out of the corner of his eye getting a small giggle from the girl across from him," That tells me that you have not. A few years before you came here, rebellions were sparking all over Wonderland. My mother had not been the most popular sovereign but White was even less liked. So, in order to keep all the Wonderlandians in check, White concocted a certain drug which has the appearance of tea. It can make the most radical man turn into an obedient pup with just one cup. It is even more dangerous as the most popular drink in Wonderland just happens to be tea. Under the pretext of a peace agreement, he invited all leaders of the rebellion to a luncheon. The beverage served was laced strongly with the drug. Thus White controlled every hope of resistance in a single instant."

"Couldn't they stop taking it when they came back to themselves?" Dietrich asked. All the drugs he knew wore off.

"Not quite," the Duchess turned back to him. "To an Alice, the drink has no effect other than a nice buzz of sorts. To a Wonderlandian however, unless we are given regular dosage, we die forty-eight hours after the effects subside. It seems that the shock of despair is enough to stop our inner clo... never mind."

"Inner what?" Dietrich prodded.

"It is not important at the moment nor does it have anything to do with rescuing your... uh... the girl White took."

"Fine. How are we going to do this? The rescue I mean," Dietrich conceded.

The Duchess bit at her nail as her eyes clouded over. Dietrich could almost feel her mind whirring, planning out their moves and the possible consequences. "I will have to look over the blueprints Hatter gave us once more and then formulate a plan. Do you know how to wield a blade, fire a gun?"

"Uh, not really. I never thought I would need to learn," Dietrich ran his hand through his mess of hair, his cheeks tinged a slight red from embarrassment.

"Find Dormouse and tell him to instruct you in the basics of swordplay and shooting. When I have a plan I will call for you."

"No more of that cake and the potions please," Dietrich joked with an air of seriousness.

"Of course not," the Duchess' voice promised nothing.

With a silent smirk, Dietrich left to find the frail stable boy, hoping that he would find him in one piece and not in the jaws of the Bandersnatch.

* * *

><p>"Not like that," and exasperated tone left the pale lips of the impatient youth. Rather, he had been patient for the last four hours, but the idiot in front of him had no talent in weaponry and even less luck with it. For the third time in ten minutes, he ducked his small head under a wide arching sweep of a sword only to be knocked to the ground as its wielder fell on top of him.<p>

"Sorry about that... again," Dietrich muttered as he heaved himself off of the Dormouse.

"Its alright," the boy sprung up and corrected Dietrich's stance once more. "Now, swing with delicacy but strength. Don't overextend your arm unless you are going to thrust. Ah, careful, the Duchess would have my head on a platter if you cut off her rose bushes!"

"Sorry, sorry," Dietrich was getting flustered as well. He wasn't getting this at all. "Can we try shooting. My father taught me how to point a rifle when I was seven."

A look of sheer dread ran across the Dormouse's face. "Umm yeah. Just let me get something for you and me."

He sprinted into the back of the stables and came out with two ripped up vests. "Keeps the Bandersnatch from tearing you up so I think they can handle some stray bullets."

"Thanks for the confidence," Dietrich grumbled. In truth though, he saw the boy's point.

"Alright, take the pistol in your hand. Prepare your arm for the shock. Aim for that target there. Good, that's it... and shoot," a bang went off and Dietrich flew back into his mentor's frail frame. The both of them fell in a heap. A loud clang was heard and then a steaming bullet buried itself in the ground right beside Dietrich's leg. With a yelp he jumped up and discarded the gun. Which went off as soon as it hit the ground.

Dietrich watched in horror as the bullet crashed through the large windows of the study followed by a very girly scream. His breath almost gave out as a familiar head popped out and wavy black tresses flew in the wind.

"What the hell are you two doing out there?" she called. Her annoyed gaze fell on her servant who had wisely stayed flat on the ground.

"It's not his fault." Dietrich called back. "I just am no good at this I guess."

Her frown softened into an exasperated expression,"Hold on, I'll be right down. Don't touch ANYTHING until I get down there."

A second later she appeared out of nothing next to Dietrich. He let out a small yelp at her sudden arrival. "You can't just get here like normal people?"

"How do normal people get around?" she asked teasingly.

"They use the stairs," he retorted.

"But that takes forever," she smirked. "Alright, lets leave the guns out of this for the time being."

She picked up his fallen sword and the one Dormouse had been using. With a small wave of her hand she sent the servant scurrying away and then her attention was back to him. "I tend to think that experience is the best teacher, so lets see how good your reflexes are."

She lunged for him. Dietrich barely had a second to move out of the way as the blade whistled past his ear. The blades clashed together in a flurry of sparks and an awful grinding.

"Are you crazy?" Dietrich yelled out before avoiding another swing.

Her only reply was a warm laugh and another thrust. And he blocked. Dietrich looked at his movements in amazement as each blow was dodged and parried. With a small smirk he turned the tide on her and started throwing his own strikes in. For a moment it seemed as though they were dancing, the sound of their blades clashing was the tempo and the music. Their steps became more and more fluid until Dietrich felt as though he had been doing this his whole life. He lunged in and caught the side of her shoulder. A small ribbon of blood flowed out form the torn fabric and skin. He stopped to apologize but was cut short as she countered and nicked him on the side of his cheek. Her speed and precision were increasing with every strike and Dietrich had to face the realization that he wouldn't be able to keep up with her for long. So, in a desperate final motion he ducked under her arch and pushed her into the floor. His blade rested lightly on her neck and he felt her own blade touch his chest above his heart.

Their breath was ragged as they lay in a patch of grass and clover. And for the first time, Dietrich wasn't uncomfortable with their closeness... And for once, thoughts of Clarisse were the furthest thing from his mind. His face inched slightly closer, almost touching when her lips met his. They were sweet, a fainted taste of cinnamon wafted past her open lips and into his. They were so soft, so warm. He melted against her form and she into his. His tongue inched closer to where their lips were joined, uncertain of her reaction to his advance. As though feeling his hesitation, she drew his a bit closer. He flinched in pain as the tip of her blade pricked him slightly before falling to the ground as the hand holding it wrapped itself around his neck. Their tongues met and a small fight for dominance broke out between them. It was as though they were sparring with their swords again, but oh so much sweeter. Dietrich dropped his own blade and drew his fingers through her hair. The feel of the soft strands mixed with the velvety clover leaves entangled in it was almost divine.

And that was when she broke it off. With a silent shove she rolled him off and stood. He cringed at the silent pain in her eyes as she gave him a small, rather fake smile and walked into the mansion. Dietrich could only stare at the closed door in sorrow and guilt. But why, when it had felt so right, and she had allowed him entrance. Why had she closed herself off so suddenly, and her eyes. What was behind their sorrow?

**P.S: Cause I am a hopeless romantic, I just had to add a scene. And it led to an okay cliff hanger since I was out of other ideas and am high off of pixie sticks. Hope you guys enjoyed it, and if not, I enjoyed writing it so HA. Sorry, blame the pixie sticks. Anyway, next chapter is the Masquerade! Probably. Expect an update no earlier than November though cause all my teachers hate me. :)**


	8. Masquerade

**A/N: Hey, sorry for no updates but as I said, I will usually update every two weeks or so, which is much faster than all of the manga chapters I read... but I won't get into that. Anyway, enjoy.**

The Duchess stared at the closed closet door. Her worried expression stared back at her from the ceiling high glass. Slowly her fingers curled around the wooden handle and slid it open slowly. Her familiar battle armor was as far as she could move it before she stopped again. She cursed under her breath at the weakness that caused her fingers to shake and her hand to tremble. It was just clothing, nothing more. It wasn't as though all the memories would burst out like some monster and devour her... right? The armor only gleamed in response. Knitting her eyebrows together, she moved past the well-worn leather. Brilliant red velvet, satin violets, silky black. The old dresses appeared one after another, seeing light for the first time in over a decade.

She took a lavish golden frock out and placed it in front of her. Her reflection looked so alien. "At least they fit me now. It'll have to do."

With a sigh she returned it to its place and closed the glass wardrobe. Had it really been ten years? Hatter was right, White had been in power long enough. It was time for her to take control, as was her birth right... no, her divine right. With another look at herself she turned back to the small desk at the corner of her chambers where stacks of plans and papers were scattered. She listed through the stages of the coupe, looking for the slightest holes and formulating plans B through Z in order to secure that tonight would end in victory, and quite a bit of bloodshed. She smiled inwardly at the thought. _I guess blood lust runs in the family,_ she thought as she left to debrief her partner in crime.

* * *

><p>Dietrich looked at the uniform that was neatly stacked in the first drawer of the dresser. A small part of his mind questioned when in the hell those people got them in there. The bigger part just stared. The coat and pants were snowy white with a golden trim along the edges. The shirt underneath was a greyish white turtleneck that looked almost like the snow that fell down in the polluted streets of London. The boots were perhaps the only things that had color, a polished black that he could see himself in if he picked them up and put them in front of his face.<p>

A slight knock startled him out of his bewilderment. He quickly found the hidden knob Dum had shown him a few days ago, and the wall slid open to reveal a serious looking Duchess.

"Bad morning?" he asked cautiously. She had been painfully distant since the whole kissing incident. Dietrich gave himself another mental slap as the memory threatened to engulf him. It wasn't his fault if he was a guy. _Slap!_ He focused himself.

"Just an early one," she replied flatly. Dietrich felt his heart quiver, missing her old jokes and sarcastic remarks.

"..." Dietrich wanted to say something, something that would make everything alright. _I'm sorry. What happened? Did you not like it? Was it me? Was it Clarisse? _"Did you have breakfast? They say that it makes you feel more awake and well rested."

_Slap! You IDIOT!_ He chided himself. Breakfast... Never had anyone made him feel that way, and he had asked her about breakfast. Oh hopeless!

"No, I haven't yet. I compiled a list of situations and our moves based on what will happen. The ball is tomorrow night and I thought that you should familiarize yourself with them. If you want, we can dine together before starting?" she asked uncertainly. Dietrich's eyes lightened up and he nodded vigorously to show his enthusiasm.

* * *

><p>The candle fire captured his weary gaze for the hundredth time that night. Dietrich recalled the day. The breakfast had been a let down. All they talked about was weather and England and Clarisse. Just talked about him. He wanted to know her. He wanted to ask why she had pulled back. Was it another, a who, or did the flaw lie in him?<p>

Focusing back on the papers he leafed through, Dietrich ran the plans over in his mind once more. They were practically riddled with holes, but each had a trillion backup plans so practically everything was covered. He had memorized the rooms where the Alices were kept, where the ballroom was, the bathroom (for no particular reason other than... well if you have to go), the gardens, the escape routes. With a sigh he laid his tired body onto the downy mattress and was asleep in a matter of seconds.

On the other side of the mansion, two restless violet eyes watched the immovable ceiling, waiting for an answer to the impending questions only the future held. For a moment she wished she had a glimpse of what Blue saw, to know that it would not all be for nothing.

* * *

><p>"You look rather dashing sir," Dee said as the pudgy butler straightened the coat for the fifteenth time. Dietrich had replaced the turtleneck with a plain collared shirt and was now grappling with the bow tie.<p>

"I hope so, I am the Duchess' escort after all," he said, more to convince himself than the other man.

"Of course sir," the butler moved away and pulled a mirror out of a pocket. With a swift movement he swept it up and down allowing Dietrich to catch a glimpse of his full body. The suit was truly elegant and his newly combed and slicked hair gave him the look of a millionaire. He made a small smile and wondered whether the Dichess would approve.

"Alright, lets go."

The door swung open and he walked out and toward the main entrance. His breath caught in his throat and he had to pause as he caught sight of the woman waiting for him at the bottom of the stairs. Her golden dress clung to her figure perfectly outlining the full curves of her hourglass figure. A golden necklace laced around her neck, slim at the back and turning into a waterfall near her collarbone. Red lipstick adorned her mouth making her lips pop and her eyes seem even darker violet. Her hair was still down in its natural slight wave but golden combs held her bangs away from her face. Earrings cascaded in brilliant diamonds of white and yellow. A small smile tugged at her lips as her eyes met his. His own lips raised up in a quirky way. He held out his hand and her own delicately gloved one came to rest on his palm.

"Shall we?" she asked.

He leaned in to place a kiss on her hand and let her wrap her arm trough his as they went out and into the waiting carriage. Dietrich only paused for a second as the horses complimented their mistress and her escort. And then they were off, down the path to uncertainty and White Rabbit.

* * *

><p>"Announcing the Duchess of Wonderland and escort," a short man read from a list twice as long as he was. Dietrich smirked at the comic sight but was silenced with a quick glance from the beauty next to him.<p>

They entered the huge castle. The outside had been a formidable bulwark of white stone and red pulpits and towers. Arches forming hearts connected the outer walls with the central tower, reaching high into the sky so that the dark clouds in the sky hid the top. A dark moat had lined the distance between inner and outer walls, filled with a liquid that Dietrich was scared to speculate about. At some point, he could have sworn that he had seen a head floating around... but that would have been absurd, he hoped.

The interior was just as grand, but less frightening. The ballroom was aglow with thousands of candles lining the dining tables and hanging from the ceiling. People were cluttered around scrumptious buffets and the center where dancers twirled and spun to the orchestral music. A soft melody of violin and piano laced a slightly bubbly atmosphere. The soft clicks of shoes resounded along the marble floors as the couples moved along the room, floating like ghosts. Dietrich was taken aback when he saw how many looked the same. It was as though they had no discernible features, like dolls not yet painted.

A slight tug turned him around to face the Duchess. Her slight hands placed a gleaming half-mask over his nose. It was golden, encrusted with diamonds and white lace, to compliment and yet contrast his outfit. She placed a mask like his over her own face, this one more white than gold to contrast with her color.

"Shall we dance?" she asked. Dietrich could tell that she was itching to begin their mission, but she held herself back. They had to locate White first, then find the Alice room and rescue Clarisse. Dietrich felt a twinge of sadness as he realized that he would have to go back to his own world when he had saved her. It was strange how he felt close to nothing for the girl now, when barely a week or so ago he had been willing to risk everything for her.

Shaking away thoughts, he took the Duchess' hand and wrapped his other around her slight waist. The fabric of her dress was feathery and slid along with her as they stepped across the floor. Her gloved arm brushed against the side of his shoulder, causing a slight shiver to run down his body. Their proximity was only getting closer as the music continued on. Her eyes seemed reserved but there was a sort of glaze over them as his body pressed against her own. They were in perfect sync, Dietrich felt his arm grip a little tighter, wanting more of her near him. He felt her arms tense and forced his grip to loosen enough for her to feel comfortable once more. In his mind he wanted to scream at her reluctance, to find out why she was fighting him so much.

"May I cut in?" a sly and annoying voice shook them from their inner struggles. An all too familiar smirk stretch the lips of the man dressed in a red fur coat. On his white hair rested a jeweled crown of emence proportion, almost comically slanted as though about to fall off. Of course, neither of them found him very comical at the time.

"My king," the Duchess bowed and retreated. Dietrich stared in confusion as White took up his hand and wrapped his own hand around his waist.

"What are y-" Dietrich started but was silenced as the man placed a long finger on his lips.

"It is the duty of the sovereign of this land, to dance with an Alice, be they male or female. And I honestly have no preference, as long as they are as adorable as you and your little girlfriend," White whispered into Dietrich's ear. He had to bend so that his mouth could reach Dietrich's ear. That was when he noticed that the Rabbit was wearing five-inch stiletto heals underneath the long crimson pants and plush coat.

"Alright, whatever you say," Dietrich mumbled, quite alarmed by the way those red eyes trailed down the length of his body, seemingly committing every fold of clothing to memory. He pulled away a little to be spun around as the melody sped up into a tango. "I've learned to just go with things in this place."

"That's good. You came for the Clarisse girl, correct?" White said as he dipped Dietrich hitting his head against the marble. Dietrich grumbled in protest.

"Yes," he stated. The Rabbit made a noise which sounded like something between a chuckle and a choke.

"I'll give her to you if you do something for me first."

Dietrich stopped in the middle of a turn. His eyes narrowed as he focused on the innocent expression playing over the other man's face. "What exactly do you want?"

"You came here with a woman, the Duchess. I am sure that she is here with motivation other than saving your little crush. Tell me her plans and you get the girl. If you don't... well, I have more than enough Alices to not miss one."

Dietrich's heart sank like a stone. He couldn't betray the Duchess and it was true that his feelings for Clarisse had subsided substantially since he came to Wonderland... but she didn't deserve to die. She was innocent in this madman's game.

"I want to see her," Dietrich stated firmly. None of their schemes had involved White talking to him, so he had to decide on the course of action by improvisation alone.

"Very well," WHite said draping an arm around his shoulders and wheeling him around. "Smart man, I like that."

Dietrich inwardly cringed as he was led to the door at the back of the ballroom. A quick backward glance showed him that the Duchess was following close behind. And then they were through the door. The hallway beyond was made of stone and felt suffocatingly claustrophobic. It had no windows or candles to light it and smelled of dank and mold. It was in the correct direction according to Hatter's map, but Dietrich was ready for a trap at any slight rustle or scamper of small feet which probably belonged to some type of rodent. A large metal door was outlined in a red light at the end of the corridor. White turned the huge lock until a large bolt clicked and the door swung open with a large release of air.

Dietrich stepped cautiously inside. White peered behind them as though expecting a follower, and then shut the door behind him. Dietrich was too busy to notice the slight shadow that slipped out just before the bolt resealed itself. His attention was on ten large beds, each draped in different colors, where an assortment of drugged-up women laying in revealing positions and clothing. He turned his eyes away as a particularly young girl's shirt draped open. She couldn't have been more than ten. Another looked as though she hadn't slept in days, wearing a goofy smile as White came to stand next to him. Dietrich gave him a dirty look. He didn't seem to notice it.

"White, have you come to visit?" a sickeningly familiar voice asked from out of the shadows of the pink bed to Dietrich's right.

A blonde girl wearing no top and a ripped up skirt staggered out from under the drapes. Her skin clung to her bones making her look more skeleton than human. Dietrich almost cried out as Clarisse fell in a heap before the maniac standing next to him and started to pull at his coat.

"Yes my dear, but this time I've brought us a guest. He seems to have become rather fond of you."

Clarisse turned her head toward Dietrich and he was silently thankful that the red fur hid her bony body. "Hello."

"Hello," he barely managed to reply.

"Have you come to play too?" her voice cracked and her eyes drooped. "White I think its time for my next drink."

Dietrich stared in horror as she grabbed at him. Her bony fingers searching his pockets for... something. White Rabbit smiled and handed her a thin vial of amber liquid. She grabbed for it hungrily. Dietrich watched in silent terror as she downed the vial, her features becoming even more pronounced as her cheekbones protruded.

"You bastard," he yelled as he slammed the smug man into one of the posts of the pink four-poster bed. The women around gave squeals of protest but none of them were strong enough to actually do anything in defense of their captor.

"Oh, how violent, here, have some tea. Tea always calms me down," White cackled. Before Dietrich could react, a syringe was stuck into his neck and the liquid pored into his bloodstream. At first there was an immense feeling of euphoria that coursed through him, then nothing. It was as though his mind had gone completely blank.

* * *

><p>The Duchess silently cursed herself for not slipping through the door as soon as White opened it. Her only option now was to actually hack into the lock since she had no idea which door led into that room. It had to have been a new installation to the palace after she had been forced out. With a sigh she started working the wheel, listening for a click or a pressure to indicate that she had hit the right position.<p>

"I wouldn't do that if I were you," a soft voice came out of the darkness behind her.

Her every muscle froze as the words were spoken. That voice, she knew that voice. But it couldn't possibly be... she had seen him with her own eyes. The body, lying on the floor. The clock, stopped forever before its time. Turning slowly she beheld the red silhouette of the man she had never dreamed of seeing again. His messy hair still in its devil-may-care style, his ears perked towards her, his tail swishing back and worth. The dark garments he wore hid his soft hand but the sharp claws he usually kept retracted gleamed viciously in the crimson light.

"Cheshire," she breathed. "But you were dead."

**P.S: Cliff hanger! If I get some reviews, I might update some more this weekend. No promises though, AP Bio FRQ's sadly take priority. But seriously, tell me what you think. :)**


	9. Past Ghosts in Looking Glasses

**A/N: Early Submission! Thank the early weekend and my alarm still going off to wake me up. Grumble. Anyway, here it is. :)**

Dietrich's mind cleared from the incessant fog that had clouded it for what felt like a few hours. He could already feel a migraine coming on. His lips and eyes were painfully dry and he felt like he was going to be sick. Dietrich opened his eyes into slits and took around his surroundings. He was lying in a bed, pink curtains and sheets wrapped themselves around him along with two limp porcelain arms. His mind raced to recover the past few hours. He hadn't... He couldn't have. He carefully slung the arms off of him, careful not to disturb the girl. His breathe let out into a sigh as he saw that she had been given a small yellow silk blouse. At least White had the decency, or had it been him who gave her the shirt? Turning his attention back to the room, he found that it was empty. Some silhouettes and shadows moved behind the curtains of some of the other four-posters, but the corridor itself held no one. He quickly checked that he still had his clothes on, rumpled but intact, and swung down into a crouch under the bed. He was about to sprint off in search of the Duchess but his gaze lingered behind him at the small figure curled in the bed. With a shake of his head, he slid back into the covers and lightly tapped her awake.

"Wha- oh, is it morning yet?" she asked in a raspy voice. Dietrich cringed at how fragile she was now.

"Clarisse, listen to me," he said into her ear. A weak giggle escaped her lips at his touch but he continued. "We have to leave here, now!"

Her eyebrows bunched in confusion as her drug-induced brain tried to fathom what he was saying. "Why? White Rabbit takes care of us. He'll look after you too, if I ask nicely. I'm sure of it."

Her small smile was heart-wrenching. Dietrich gritted his teeth in search of an explanation, a way to convince her to come with him. If he got her out of Wonderland, but she needed that stupid tea. He had seen what happened to people after they had become so dependent, but it had only been a week or so. How had the effect been so instantaneous? His eyes widened as he thought of an idea. He didn't like lying to her, but it seemed to be the only way to get her out without waking the others.

"White.."

"King White, only I get to call him White," she interrupted with a pout.

"Right, sorry," Dietrich apologized quickly. "King White gets his tea from a man who lives only a few blocks away from me. If you come with me, I can get as much as you want and you don't have to wait for it. Now, if you want to come, go tell the others and ask if they would like to join us, do you understand?"

An excited smile drew up on her cracked lips making her cheekbones even larger. Then it fell again," What about White though? He'll miss me."

Dietrich pulled at his hair in frustration. The Duchess was waiting for his signal. She had to kill White and here he was, arguing with an addict. "White will visit now lets go."

He sprinted to one of the beds, a yellow one and pulled for the curtain. A quick peek revealed a sleeping girl, about thirteen or so. Dietrich placed a soft hand on her olive skin. Her reaction was as sedated as Clarisse's. He whispered his offer to her as well. She looked at him, unconvinced, but then she picked herself up and stepped to his side. Together they woke all of the others and formed a circle around the middle of the room. Dietrich sighed in relief as he realized that White had left. Had he been here, it would have been much more difficult.

"Does everyone want to come along?" he asked.

Nods and some smiles were his answer. His eyes softened and he gave a reassuring smile in return.

Clarisse stepped forward again with a frown and Dietrich knew that she was going to ask about White again. He couldn't afford any of the others to start having second thoughts. So instead he wrapped his arms under her knees and back, clamping a hand over her mouth so she didn't scream, and then took off at a sprint. The door looked as menacing from this side as it had from the other, but here it had a large handle instead of the lock mechanism. Dietrich gently placed Clarisse's feet on the floor and gave it a strong push down. The door slid in revealing the empty corridor beyond. Dietrich once again picked up the girl and, pressing himself to the wall, started to creep down the corridor. The others followed, not so stealthily but still hidden in the darkness.

As they reached the final door leading to the ballroom, Dietrich quietly told them to wait until he said to come out. Most gave him a confused look but nodded that they at least knew what he was saying. The ballroom had been completely emptied of guests and the candles had been dimmed to create a ghostly image of beauty and fear. The draperies looked almost black and the gold had lost its luster to a dull brass color. Dietrich's gaze swept over the area to make sure it was truly clear. Not a soul anywhere, he took a breathe and sprinted toward the large double doors leading to the outside. He heard the other feet patter along with him. The Duchess would be waiting for him, somewhere down the road, so as to remain unseen by the guards. He was so close...

Dietrich was slammed to the ground by a large force. He spun in midair so that it was his back that hit the floor instead of Clarisse's head. His eyes widened as he saw the blood drips that stained his arm from where the object hit. Squeals of terror came form the small group behind him. His own gaze was locked with the figure now trying to pull herself up from the floor. Blood dripped from large gashes in her torso and arms, completely shredded golden dress clutching to her body and turning a sickening orange. Clarisse crumpled unnoticed on the floor as he let her go to kneel down before the girl. Her long black hair hid her face but she was unmistakable.

"Duchess," Dietrich squeaked as he pulled her hair out of her eyes. Purple irises brimmed with fear looked up at him. Both spun their head as a loud clatter came form another room.

"You have to go," she gasped through gritted teeth.

"I can't leave you," Dietrich pleaded. Warm tears swam in his eyes, he squinted to stop them from spilling.

"You need to get them back to their world. The effects of Tea will wear off instantly in your world. Save them Dietrich... save her."

"No, I can't. I l-"

Another clatter, this one closer, sounded again. The Duchess turned to the small group of bony girls and then back to his. A fake smile formed on her lips. Dietrich was too late to realize what she was about to do. He shouted something that even he didn't comprehend as he was pushed into the group and swallowed into an invisible door and into the abyss of colors that was the Duchess' domain. The last thing his eyes grasped before the vortex was the Duchess crumpling from the exhaustion of her action and the blood loss.

* * *

><p>Dietrich opened his eyes and recognized the small meadow where he had been attacked by the deranged flowers. He quickly jumped up and checked his feet. Thousands of flowers around him, yet none of them so much as called him a name. Around him, grumbling girls picked themselves up off of their bony backs. He took in the scenery, everyone was here. Well, almost everyone. His stomach clenched as he remembered the small bloody form of the Duchess. The words of the Caterpillar came back to him. He had failed to save Clarisse, and the Duchess had sacrificed herself for him. His eyes stung with held back tears. He wouldn't cry. He wouldn't let her sacrifice be in vain.<p>

The rabbit hole was in those woods, and that was where he would go. But he wasn't going to go in, he was going to save her. He was going to kill White Rabbit and save her.

"Come on, this way," he said and made his way to the woods. The flowers looked so dead, perhaps they sensed the darkening aura around him as he walked.

The woods looked unfamiliar, and yet Dietrich knew the way. The twists and turns were more than confusing, but the hole came into view only after about half an hour of trekking through the brush. He gently motioned for the girls to come around it.

"In here, you have to jump and then you'll come up to where the Tea is, alright."

They nodded and one-by-one jumped into the gaping darkness and doors. Dietrich gave a reassuring hug to the smallest girl as she shakily lowered herself. Finally, only Clarisse was left.

"You'll come too, won't you?" she asked.

"I will. After you," Dietrich pulled a smile even though he felt like he was dying.

"I think I'm starting to remember you, a little. Have we met before?"

Dietrich's smile grew smaller but it was genuine now, "Yes, a long time ago. A long time ago I loved you."

"Well, I hope I didn't do anything undeserving of your love," she said as she disappeared form his vision.

Dietrich smiled to himself before he turned back and started toward the meadow.

* * *

><p>"I didn't think that it would be you who betrays me," White smirked as he dug his fingers into a particularly large scratch on the Duchess' arm. She scowled at him, gritting her teeth so the scream at the back of her throat didn't burst out. She would not show weakness. Dietrich was safe along with all of the Alices. She had used the last of her energy to direct them to the meadow. He would have to find his way from there and she had faith that he was capable.<p>

"Are you listening?" White dug in deeper and she couldn't hold back the small whimper that escaped her lips.

"What happened to you?" he continued on his rant. "I thought that you were smarter than this. You, the ice queen, letting your emotions govern your actions. Before you would never have sacrificed yourself."

"Your wrong," the Duchess spat.

"Oh?" White followed her gaze to where a pale man with brown ruffled hair and two fluffy cat ears. White's eyes lit up at the longing glance. "Am I? You left him alone after Ana's death. You are the reason his clock stopped."

"SHUT UP!" she screamed at him. The iron shackles that held her groaned with the effort it took to hold her pinned to the stone wall. The man's ears perked up as he prepared to protect his master.

"It is true and you know it. You killed her to get to him, and then, you leave him as though he was nothing. His fall from sanity was your fault alone."

Tears streamed down her face freely as she tried to tear her eyes away from the crouching figure. He looked so alive, but he couldn't be. She had seen him fade away as the clock hands ceased to move. She remembered that night as though it were branded into her mind. A permanent scar.

"It was I who found him after you broke him. I fixed him, I gave him life once more, I even returned most of the memories he had. Of course, I replaced his devotion to you with absolute loyalty for me," White continued to gloat.

The Duchess' head snapped up, "Is it really him?"

She cursed at her wavering voice and knew she had made a mistake as the smirk on White's face grew to an impossible length. "Yes. It is. And..."

SHe bit her lips and tried to keep from shouting, but it was futile. "And what?"

"He has no memory of what you did to him or his fiance, I have given you a clean slate. If you swwear your allegiance to me once more, perhaps I will allow you to reassert yourself into his life. What do you think of this offer?"

She knew it was a trap. She knew she should never agree. She knew that she had nothing to live for anymore and the Cheshire she knew was dead. She knew she shouldn't cry. She knew she wouldn't be able to help it. She knew she would not refuse. So with her head hanging low and her hair hiding her pained expression she uttered the words she knew would absolutely kill her and possible save her life.

"I swear allegiance to the House of Cards once more, and pledge myself to King White Rabbit, until my clock stops ticking and death frees me."

* * *

><p>Far from the palace, Dietrich looked to the sky as heavy rain clouds drew nearer. He had located a road and was hoping a carriage would come by before the storm hit. A heavy trampling drew his attention to the road behind him where a steady dust cloud was rising. A Bandersnatch by the sound and smell of it. He drew himself up and waved at the traveler. With a snarl the beast halted and the rider removed thick aviator goggles to take a look at the boy in tattered and blood-stained clothes.<p>

"You're the Duchess' little pet aren't you?" a familiar voice asked from behind a thick green scarf that covered the man's mouth and nose.

"How did y-" Dietrich stopped when he saw the holey and dusty coat and the ratty top hat sitting on his mess of black hair. "Hatter."

**P.S: Dun Dun Dun. Suspense. :) Please review so I don't feel like a crazy person talking to myself. :)**


	10. The Rebellion

**A/N: Wow, its been a while, sorry about that but I was extremely lazy over my thanksgiving break and did absolutely nothing. So, enjoy.**

The ride on the Bandersnatch was just as uncomfortable as Dietrich remembered it. The creature spurred forward at alarming speeds that took the breath out of his lungs and more than a few times, it felt as though he would be shaken free of his grip on Hatter. He dug his fingers into the surprisingly soft fabric of the coat. His eyes stared at the green scarf, unseeing as he fought to keep his mind away from the depressing thoughts that surfaced each time he remembered the first meeting with the man. It wasn't the meeting that brought stinging tears to the corners of his eyes, moreover the girl who stood by him. A particularly bumpy stretch of road caused Dietrich to knock into Hatter causing a blissfully distracting grunt from the both of them.

"You are the most boring person to ride with," Hatter shouted over the wind whirling into Dietrich's ears.

"Mmph," Dietrich couldn't even think of a reply much less voice it as his mouth was filled with foliage or dust each time he opened it. He didn't have a huge scarf to protect him after all.

The woods started to thicken as they continued down the path. Dietrich peaked a look and observed that the trail had thinned into a small path rather than a road. Birds twittered as they flew from auburn branches and evergreen shrubbery. Small flowers were scattered through, like the others in the meadow they were now silent.

The Bandersnatch slowed its gait and Dietrich was finally able to form a sentence,"Why are the flowers not talking?"

"Winter is coming, they are preparing for their hibernation," Hatter replied ominously.

Dietrich looked back to the small patches of color, smiling silently he thought about the ruckus they would cause if they saw their petals falling as the frost began to settle. His head turned back to the scenery before him. Two giant walls arched into a sort of doorway with a collapsed top. Vines twined into and out of large cracks in the ancient stonework. Behind the arch, parallel rows of columns rose from the ground until they reached their craggy peaks a few yards about his head. To the far left he saw a broken window propped up on a wall of rock with a torn and bleached banner hanging beneath it. A set of thrones lined the farthest side of the room's remnants. Dietrich counted nine, though some rocks piled into heaps might have proved it to be a greater number. In the back of his mind, he wondered who resided in such fallen magnificence.

"What is this place?" Dietrich whispered, afraid that his voice would disrupt the magical feel in the air.

"Hatter apparently had no such concern and answered him in his usual high voice. "This was the old castle of the Red Queen, before it was taken over by the Heart domain."

"Red Queen?" Dietrich asked in confusion. "She is different than the Queen of Hearts?"

"You are not very bright are you," Hatter asked rhetorically before continuing, "They are very different things. The Red Queen shared her domain with her sister, the White Queen, who still rules the North. About 300 years ago, the Queen of Hearts at the time decided to expand her territories and proclaimed war. The Red Queen fell and her castle and armies were destroyed. These are the remains."

Dietrich looked around at the broken room again. It saddened him to see the decrepit condition of the once great hall. His thoughts were interrupted as his companion opened a small door in the ground by one of the heaps of rock near the thrones. A gasp of released air ruffled the scarf and nearly knocked over the top hat. Dietrich stared, not trusting the shadiness of the dark passage falling beneath him. _These people are obsessed with falling through holes, _he thought to himself.

"In you go," Hatter motioned.

"..." Dietrich just stared back at him.

"You want to save the Duchess don't you?" Hatter prodded.

Dietrich's brow scrunched but his gaze softened and he started toward the small trap door. Inside, a small stair could be seen, leading into an unseen corridor below. Taking a ring, Dietrich slowly descended into the unknown shaft, followed closely by his new companion. The last rung was covered in a sort of slime causing Dietrich to lose his footing and stumble down into a crouch.

The tunnel before him was lit by a few mining lamps that looked as though they had been there for centuries. Dietrich moved to the side, allowing Hatter to take the lead as they began to walk. Corridors snaked out of the one they were currently in, leading to unknown destinations. Hatter whistled a soft, eerie tune as they continued in a straight path. Finally, a golden gate came into view ahead. Dietrich was amazed at the sheer size of the large lock that was forged into it. It looked to be of similar craftsmanship as the one leading into White's room of Alices. The similarity put him on edge.

However, instead of walking to the door, Hatter took a sharp right and continued through a much smaller passageway. Dietrich had to bend over so his head didn't hit the ceiling or any projections that might have jutted out of it. Another curve and a turn left and then right brought then to a blank wall of rock and dirt. Dietrich was starting to question the reliability of his guide when Hatter took an old, gnarled root and gave it a hard pull down.

A creaking and whirring sounded form behind the wall as though gears were turning in a clock. The roots vanished into the wall and the outer layer of dirt fell in a small cloud as the hidden door opened in on creaky hinges.

Inside, a large cavern opened up. It was large enough to fit a whole city snuggly and have room to spare. In fact, it appeared as though a whole city _had _been built in it. Tents sprawled all around, as far as Dietrich could see. People wove their way through them, scurrying with strange contraptions in their hands or food and water. One extremely interesting man with a large blue hat full of matching plumage and a doctor's coat rushed with his arms full of bandages and a frighteningly large syringe was having quite some trouble keeping each of his things from falling over. He tripped twice over a lagging strand of medical wrap before diving into a large tent with a sloppy red cross painted on the side. Dietrich turned his gaze to five enormous machines lining the walls of the encampment. Each produced such a tremendous noise that he couldn't hear himself think. Pistons pushed and steamed and dials whirred and bright colors shown through thick glass and metal.

Before Dietrich could ask Hatter grabbed him by his already tattered collar and started dragging him down into the sea of tents. People gave them curious glances, a few even smiling and pointing excitedly. Dietrich felt his face turn red as the faces spun by and a minor case of claustrophobia gripped him. Hatter never relented though, and in only a few minutes they were entering the largest tent they had passed so far. It was plain outside but inside it was finely decorated with furs and paintings that would have cost fortunes back in Britain. Ornate lamps filled all three makeshift rooms with a golden light, pronouncing the features of each vase and sculpture.

A burly man stepped from the shadows of a room hidden in part by lush velvet curtains adorned with golden embroidery of birds and flowers. He nodded to Hatter and shot a menacing glare at Dietrich causing him to shrink back. Hatter gripped his collar once more and dragged him through the curtain as well.

"Ahh, Hatter. You have brought us a guest?" a silvery voice sounded from behind a large chair. The back was too high to see the person in it and the cliche aspect of this made Dietrich want to roll his eyes. Fear kept him still.

"Yes. He is the Alice that was running around with the Duchess recently. I found him by the edge of the road by the forest of lost names," Hatter replied. His stature had changed into a more formal stance. His back was ram-rod straight and his arms were pulled tightly to his sides. Whoever this man was, he was powerful to have Hatter in line.

The chair swiveled out as the man turned to give Dietrich an appraising glance. The man had sandy hair that was swept to the right of his face, covering one green eye. The other had a piercing stare that seemed to shred through Dietrich's soul. His lips were drawn in a straight line of concentration and a slight sprinkling of freckles gave the face a boyish look. His uniform comprised of a red coat with black trim and a large emblem of a sword largely covered by a heart and underlined with a very ornate 'A' on the breast pocket.

"Alice, it is an honor to finally meet you. It has been to long since I have seen one," the man said in his smooth dialect. Dietrich felt uncertain under the scrutiny of those eyes.

"It is nice to meet you as well sir," Dietrich was finally able to say.

A playful smile crossed the pale face as the man rose and walked around his hardwood desk to stand only feet away. "I am the former Ace of the late Queen of Hearts... and the leader of the rebellion against the blasphemous rule of White Rabbit. Though now, as I have lost my title, I am known as Ayden."

Dietrich gulped as he took the hand that had been extended to him. "Dietrich."

"Well Dietrich, I welcome you to the ranks."

* * *

><p>The dark cell that held her had the smell of rot and dried blood. SHe didn't mind the rot as much as the blood. Years of it covering her hands and body had familiarized her with it but she was never quite comfortable with it. A slight squeak of unoiled hinges alerted her to the presence of someone else besides her in the cell. Her eyes didn't turn to see the visitor, remaining hidden behind her matted hair which was in dire need of a wash.<p>

"Duchess?" a painfully soft voice asks uncertainly. She curses as the tears run down her face despite her attempts to hold it in.

"Cheshire," she croaks. Her voice trembled along with the rest of her body as the boy stepped closer. "How are feeling?"

The boy held a smile in his voice as he answered her, "Fine!"

The voice shattered her heart into a million pieces and she couldn't help but drag her eyes up to meet his. They were so similar, so alike. Even his smile was the same. Innocent, caring, looking at her. She pulled the corners of her lips up in a faint mimic. He laughed in joy at it as though it was the brightest smile in the world. He took her face in his warm hands, devoid of their claws now.

"King Rabbit says you can come play outside with me today."

With a rusty click, the manacle holding her to the wall released their iron grip on her. She couldn't hold herself up anymore and fell into his soft embrace. The strong arms wrapping around her melted through the pain and sorrow filling her with a beautiful feeling of bliss. She knew that it was wrong to forget everything else, the struggles all around her, but though arms were so compelling. They promised her happiness eternal, and she was far too tired to think of anything more than that.

"Where would you like us to go?" she asked as her fingers wove into the fabric of his shirt.

"Fountains!" he answered as he picked her up and took off down the corridor and up the stairs leading away from the dark dungeons. Outside the bright light caused her eyes to tear up again. The sun warmed her pale skin and drab clothes.

Once the fountains were in view, Cheshire set her down and allowed her to walk the rest of the way. The lack of exercise made her legs weak so she had to lean against him for support. The grass felt lush under her feet and she had to wonder if it truly was almost wintertime. Cheshire helped her sit on one of the stone benches surrounding the ornate waterworks and sculptures. He took no time in diving through the wall of water falling from a vase held by a mermaid. At times, the Duchess wondered whether he was a cat at all, what with his obscene affinity for water.

After a few more splashes and wild laughter, her Cheshire returned to give her a hug that left her as drenched as he was. Looking down at herself she allowed a small smile to grace her lips. "Cheshire, lets lay out in the sun to dry."

"Okay," he jumped up, ready to aide her if need be. She stretched her legs and pushed herself up. She was still wobbly but able to hold her weight now. Sliding down a small slope of grass she laid out and basked. A wet head rested itself on her stomach, causing her to let out a soft giggle. She ran her hand through the dark locks, savoring the feeling while she could. Until it was time to return to the dark, small cell that smelled of mold and dried blood.


	11. Traveling North

**A/N: Quick update! Yay! Anyway, hope you like it.**

The tent city was buzzing with anticipation as Dietrich awoke. His new assigned tent was probably just as grand as Ayden's fully adorned with bed, closet, table for eating, table for anything paperwork related, table adorned with random nick-nacks and do-dads, and large plush carpet in the middle of everything. Dietrich felt strange each time he walked out and every passerby gave him a curt bow. He heard the whispers of awe behind his back as children and their parents pointed and giggled. He honestly didn't get what those people saw in him. Just because he was from Britain, apparently in another dimension, didn't make him special. On the contrary, he felt so plain in comparison to the people there. Each seemed to have their own set of skills, or at the very least, wore clothing that made all heads turn to look. He, on the other hand, wore a plain green duster lent to him by Hatter and knew barely anything about sword fighting. The memory of the training he received brought a fresh twinge of anxiety. It had been two weeks and they had done nothing to rescue the Duchess. Dietrich hadn't even seen a plan among the scattered maps and documents along Ayden's desk.

Speaking of, Dietrich entered the large pavilion to find himself face to belly with the enormous man from the first day he had come here. The man shot him a toothy grin which made him shiver, but at least it was more welcoming than his first were standing around Ayden as well, including Hatter and the newly arrived March Hare.

"Ah, Dietrich, come we have been waiting," Ayden beckoned and a woman with a large wig moved out of the way to allow him space among the circle.

"S-sorry I got a bit lost at some point, trying to get here," Dietrich mumbled a shy apology as all eyes turned to him.

"Do not apologize, we have not waited long," Ayden returned his gaze to his paperwork for a moment and continued. "To business then."

'A month ago we sent a request to the White Queen who is sovereign over the North. She denied us the troops we required and her supplies have dwindled as news of her niece's capture reached her. She feels that, without the Duchess turning a blind eye, White Rabbit will find us out and she does not want a full scale war with us. That was of course, before we had the Alice in our hands. With Dietrich, she will surely reconsider. So, without further delay, I will dispatch a small unit to escort him north. Convince the White Queen to aide us Dietrich. It is our only hope of defeating White Rabbit and rescuing the Duchess.'

As he finished his speech, Ayden placed his hands on Dietrich's shoulders and gave him his famous piercing gaze. Dietrich stayed frozen as his mind attempted to process the information he was given. On one hand he was upset that they were wasting their time trying to win the favor of someone who had refused to help them. On the other, he knew that, though the Rebellion was large, most of its people were no fighters and they needed experienced men.

"She wants the Duchess, not an Alice, Ayden. She won't agree to this just because you show her some boy from another world," the burly man spoke up.

"I know she may be skeptical at first, Clovis, but she must be aware of the destiny of the Alice who comes to Wonderland of their own free will," Ayden paced out of the circle and began picking through his mound of maps.

Dietrich felt as though his head was shrinking and knew that a migraine was not far behind, "Wait, what. What destiny?"

Hatter turned to him. "Every time an Alice comes to Wonderland of their own free will, the monarchy ruling at that time always falls."

Dietrich looked at them as though they had all gone mad, which they probably had. His gaze swept from face to face hoping that someone would tell him that they were joking. He had no idea how to fight this war. He just wanted to save his friend. He didn't have some special power that would let him end White with a snap of his fingers. Instead, each pair of eyes looked at him in expectation.

"You don't have to do it single-handedly. We will assist you in every way we can, but it is your image only that we require at the moment," Hatter continued. "You just need to look convincingly Alice, and we'll do the talking."

"Oh," Ayden said turning, "and you have no choice in the matter. Clovis, March Hare, and Hatter will be your escort. It has to be small so that no attention falls on you, but I have the utmost confidence that they will be able to keep you safe."

"Start packing something warm," Hatter said to Dietrich before flinging a ratty scarf into his face and stepping out.

"Right."

Dietrich had been given clothing for the trip from a few kindly neighbors and soon he had a small pack slung over his shoulder, waiting once again in Ayden's tent. The man, Clovis, was the only one there besides him. Dietrich couldn't help but run his eyes over the bulging muscles in his forearm. Even his head seemed to be ripped. Dietrich couldn't help but fidget in his chair. The rustle of the tent flap had him bolting straight up and almost jogging to where Hatter and Hare were walking in.

"Ready?" Hatter asked. Somehow he made it sound like some ominous foreshadowing. Dietrich prayed that he did it as a joke and that the North was a hospitable place.

"I suppose," he answered.

Without any more words, they made their way through the bustling people and into the tunnels that led to the old castle grounds. Dietrich couldn't help but feel relief wash over him at the sunshine that crawled up his arms and into his face. The dusty lamps that were the only lighting system in the cavern had made him severely claustrophobic. The trees rustled among the columns. The few leaves left on their twisted branches floated away on the brisk breeze. Winter was coming.

"We'll pick up some horses once we get to the next town," Hare informed the group.

"What the hell happened to the Bandersnatch?" Dietrich asked, not remembering it coming into the tunnels with them.

"Probably went back to its mistress. Bandersnatch are very loyal to their owners," Hatter said nonchalantly and continued walking.

Dietrich wondered if it would go back to the mansion or somehow know that the Duchess was no longer there.

* * *

><p>Cheshire ran down the cold steps to the prison cell. It was the last one on the left side. He hated it down here. The stench made his nose crinkle and his eyes water. Still, she was more important than the smell. "Duchess!"<p>

He swung around to face the dank little room. There was no light but his eyes were used to the nocturnal shades. His mouth turned from smile into concerned frown as he saw the absence of his playmate. His nose couldn't tell whether she had left with someone else or not. With a worried look back to make sure she really wasn't there, Cheshire ran out to fetch White.

The castle's marble floor was sometimes hard to run on with only two legs so Cheshire tore through it on all fours. The dance room had been mostly fixed from the little scuffle after the ball. He felt a twinge of sadness as he remembered picking up the bloody form of the Duchess. She had looked so small with that dress clinging to her as the blood fell from its tendrils. She had smiled at him before her eyes closed. No one had smiled at him like that before.

Through another door or two and he found himself in front of King Rabbit's study. The king had a strange fascination with it that Cheshire would never understand. But, maybe that was only because he didn't know how to read yet. The Duchess had promised that she would start teaching him, which was why he had been so excited to see her today.

Muffled voices came from behind the oak doors making his ears perk up. King Rabbit had told him never to eavesdrop, but it wasn't bad if he did it just to make sure that the Duchess was in there. Or, that was what he told himself. He pressed his fingers lightly to the door and cupped it with his right ear. The left one was never as good at hearing for some reason.

"I'm going to ask you one last time... Where is the Rebellion hiding and who ids supplying them?" the voice was definitely King Rabbit's.

"I told you, I don't know. The last time I almost got any information out of Hatter was the blueprints I used to find the Alice Room," Cheshire sighed in relief at the sound of the Duchess' voice. She sounded scared. He mewled softly in concern. He didn't like it when she sounded sad or hurt.

A slap resounded through the door. Cheshire felt like he should have left, but he couldn't. His claws ejected from his fingers, digging into the door. He flattened his ears in fear that King Rabbit had heard him, but there was no indication of it so Cheshire leaned into the door again.

"I know your lying! You were conspiring with them as well!" the shouting grew higher and Cheshire winced.

"I killed countless rebels and put an end to almost every movement against you, by myself!" an equally loud shout answered back. Cheshire pleaded silently for her to be nice to King Rabbit so that he would let her go and play with him.

"If you don't tell me what I want to know, I'll make sure you never see the light of day ever again!" King Rabbit was getting even more angry.

"Do your worst!" she bit out defiantly.

"Are you really willing to risk my wrath? Do you really want to chance it?" his voice had dropped into a deadly whisper.

"What more could you do to me? I'm rotting in a cell and every moment that I'm not, I have to look into _his_ face. I have to look at the man I destroyed. I have nothing left to lose White. So do your worst, but I have nothing left to give you."

Cheshire couldn't move. He tried to think but couldn't. A pain in his chest made him claw at the door again. His clock must have skipped again. It was doing that a lot lately. On the other side of the door a cruel laugh broke the silence. The door swung open and he fell in. His eyes met the ruby studded feet of King Rabbit. He shivered in fear as he was grabbed by the scruff of his neck and chucked into the arms of the Duchess. Her eyes were clouded with tears and he couldn't help but let his own fall. He looked back and tried to form apologies but King Rabbit was shaking in hidden laughter.

"Then I will up the stakes. You will accompany Cheshire to the North. Once there you will convince your dear aunt, the White Queen, to surrender her territories to me. I expect to see either a piece of paper signing them over, or her head if she becomes difficult. Am I understood?" with those words he left, slamming the door behind him.

"Duchess?" Cheshire whispered. She stared helplessly back at him and he could only tighten his grip around her as he felt her slipping away.

* * *

><p>Dietrich's feet were sore from the endless walking and he was starting to wonder when in the hell they would reach the damned village with the horses. His companions walked at an unforgiving pace which had left him behind about an hour ago. Now, he was more than a yard behind. At the back of his mind he grumbled that they wer the worst body guards ever. If he was to be attacked now, they surely would not be able to reach him in time.<p>

"There it is!" Hare called out.

"Oh finally," Dietrich muttered under his breath.

The village was made up of only ten or so huts and a center square with a dry fountain. The people gave them weary glances and stayed as far from them as possible. For once, Dietrich didn't feel like he was in Wonderland. The poor there looked exactly like the poor back at his home. The horses weren't in the best shape either and he wondered if they would even be able to hold their weight. Clovis was apparently thinking the same and announced his discontent. The owner could only shake his head and point to the meager pile of hay that lay on the side of a decrepit barn.

"Leave the man alone Clovis. These are hard times and White doesn't spare taxes for anyone, even the starving. Thank you sir," Hatter placed a bag of coins in the man's hands earning a thankful smile.

"Fine," Clovis grumbled and placed his pack on the animal's back.

Dietrich placed his foot into the stirrup and swung his other leg over. The animal teetered alarmingly to the side. With a grumble Dietrich got off and placed his pack onto the saddle instead. It seemed as though fate really hated him.

The road was starting to frost over as they continued on. Apparently the next stop on the map was only five miles away, an easy distance to trek before the darkness fell over the land. Dietrich felt the small hills rise and fall under his aching feet, the downward slopes a welcome relax while the uphill a strenuous, arduous task. His horse was starting to shake so he draped his wool blanket over the poor creature. It snorted in thanks and they continued on.

The lights of the town stood out against the growing darkness of the twilight. Dietrich was starting to shiver as his breath crystallized before him. He should have been used to the weather, so similar to England in late fall, but he shivered like a child nevertheless. The inn they chose was a large, homely building. The rush of warm air that hit Dietrich's face was more than welcome. The horses had been taken to the stable where they would be able to rest and, hopefully, gain some more strength. Clovis went to reserve the rooms and returned with four keys. Dietrich was given one with the number 203 written on the handle. He wondered why it was so high when the inn could barely have fit eight rooms.

They sat around a small table in the corner and ordered a set of whiskey to warm themselves even more. Dietrich coughed as the heavy liquor burned through his throat and settled into his stomach. After the initial shock, it was a welcome feeling. Hatter pulled out a worn map and spread it across their table almost knocking out all of the empty glasses. Clovis shot him a look but only got a deranged smirk in return.

"Alright. We are here and the next village is not until here," his spindly fingers traced a long distance of road until it hit a large dot in the upper right side of the map. Dietrich had never really been aware of his location in Wonderland so it was surprising to find that he was so far north already. They only had about ten miles before reaching the border.

"Doesn't White have any outposts to defend against attacks from the North?" Dietrich couldn't help but notice the lack of buildings along the border.

"The Duchess urged him to put them up, but White likes to show that he has confidence. He refused to enforce the borders and the bulwarks are decrepit and unattended," Clovis whispered before chuckling under his breath. To Dietrich it sounded like a burst of thunder.

"Even so, we should keep to the forests by the road to avoid any possible scuffle. We cannot be seen," Hatter rolled up the map just as the bartender came up with the next round of drinks. Dietrich wasted no time in downing his shot. The burning had lessened a bit as this was the second one.

"Great, enough planning and lets get drunk!" the March Hare grabbed a beer mug from a nearby table earning him a growl from its owner. He took an impossibly large gulp and placed it back with a devilish smile. Dietrich rolled his eyes as the burly man stood and turned toward them. So much for staying under the radar.

It turned out that the man before them was one of few words. Instead, he took his massive hand and drew a cruel looking sword that was almost as long as Clovis' arm and had an edge that looked like it could cut sinew like butter. Hare jumped over the table to lean against Hatter's turned back and gave a drunken laugh. Dietrich could feel his own head grown from the quick movement he performed to escape the downward swing that cleaved through their table. In the back of his mind he wondered where they would find the money to pay for damage costs. That part was quickly overtaken by the instinctual command to dive as another swing barely missed him. At some point, Dietrich realized that the whole bar had erupted into a mass of tussled and tangled limbs. Men swung at each other with all sorts of weaponry while women gave shrill cries and taunts. Even the owner seemed to have been pulled over the counter and into a rather frightening brawl.

Dietrich sneaked along the wall, content to be called a coward and escape without any bruises. Unfortunately, a rather large man was shoved right against him. Dietrich felt his nose rub against the man's fur coat as his back protested against the pressure of being pushed against hard wood. The man moved away but Dietrich was not fast enough to avoid the fist that sailed through the air. His cheek bone felt as though it had been pelted with a boulder as he was thrown to the ground. Silently he cursed the March Hare as he crawled away.

The staircase finally came into view. Dietrich rummaged in his pocket to find that he had forgotten to take the key from where he had left it on the table. Growling in annoyance he decided to climb them anyway, if only to find a safe haven from the fighting. The stairs creaked but it was barely audible over the shouting and jeering from downstairs. The room number he had been came up in his view. The door was surprisingly ajar. Not questioning his good fortune, Dietrich stepped in and flung the pack, that he had amazingly kept with him through the whole affair, onto the floor by the bed. He laid his head gently on the pillow, waiting for sleep to take him. Tomorrow they would reach the domain of the White Queen.

* * *

><p>"Aren't you going to pack for our trip?" Duchess asked from where she was leaning against the bed post. Cheshire had been reading a small picture book for almost three hours and she was starting to get anxious that White would walk in and berate her about not leaving immediately.<p>

"Just one more page," the boy was stooped over in concentration.

"Here, you continue and I'll pack for you," she ran her fingers through his messy dark hair.

"Sure," he answered, only paying half attention.

The clothing had to be warm. Even though her Cheshire always complained that he was too hot, she knew that he had almost no tolerance for cold weather. The wardrobe was full of his usually lanky black pant and purple or blue shirts. She found a satisfactory fur coat it the back. After dusting it she found that it was a hideous color of rusty orange. She folded it neatly and placed it into a small bag which she had improvised with a small door. White had of course taken her original one so she had had to improvise. The pants were another problem as none of them were really that warm. She made due with two pairs that looked to be the thickest and a large pile of high wool socks. There were a few turtlenecks to the side that seemed warm as well so she took those as well. Satisfied with her efforts she turned back to her adorable companion.

"You'll have to pack your own underwear though. I'm not making that mistake again," she chuckled but her smile slipped as he stared at her in confusion. She had almost forgotten that he had no recollection of the past. It had been so long ago too, she wondered why she remembered it. "Never mind what I said."

"Okay," he shrugged and buried his nose back in the pages he was leafing through. His head suddenly came back up and he gave her a quizzical look. "Aren't you packing?"

"I have nothing to pack," she stated simply.

As though on cue, a maid bustled in and handed her a stack of warm clothes and, with a curt bow, took her leave of them. Cheshire smiled and the Duchess half-heartedly shoved the clothes into the pack. "Ready?"

His ears perked up and he grudgingly shut the book. "Ya."

"Hold on tight," with a small rush of air the Duchess and her Cheshire disappeared into the invisible door.

* * *

><p>Dietrich was woken by the gleam of fresh frost covering the landscape for miles. The sun shined bleakly overhead as he tugged his jacket tighter around him. The cold had seeped through the holed walls during the night and he was visibly shaking. The boots by his bed were warmer than bare socks but didn't do much to make him more comfortable. Taking the stairs was made difficult by the fact that half of them had been cracked in half. The floor below looked just as terrible as was to be expected. The bartender seemed to have been hit a few times in the face and had at least three missing teeth. Dietrich rubbed his head to get the soreness of the alcohol and the punch out. It didn't work as well as he hoped.<p>

"Breakfast, sir?" the bartender asked good-naturedly.

Dietrich felt his stomach rumble and realized that he had skipped out on a dinner. "Sure."

"Very good, sir."

Dietrich settled into the few remaining chairs. The table had been cracked but at least it stood upright, which was more than most of the remains of the others. Behind him he could hear the other occupants waking. He silently prayed that no one would be up for an early morning beating. He needed peace and quiet to get rid of his headache. The eggs that had been served for him smelled fresh so he wasted no time in digging into them. By the time that Hatter or the others had dragged themselves out of their rooms, he had saddled his horse and prepared for the long day's trek.

"The coward is up first," a booming voice sounded from behind him.

"Good morning to you too Clovis," Dietrich mumbled back. He wasn't in the mood for a lecture on bravery at that moment.

"We'll be ready to move out in, oh, five minutes," he slapped Dietrich in the back making him stumble into his horse. A booming laugh followed the giant back into the little inn where the others had settled into their own breakfasts.

The horses were much stronger than they had been the day before. Dietrich even managed to get on his without having the poor creature stumble over the weight. Clovis was the only one who had to stay on foot. Dietrich smirked as he questioned whether any horse would be able to hold the man. Still, they made good pace over the frozen landscape.

They branched from the road as soon as the town was out of sight. Hatter tied a branch to the end of his horse's feet so that the tracks would be wiped out. It didn't really do that well of a job, but it was sufficient to confuse the average passerby. Dietrich wrapped himself in the blanket he had taken. The cold bit into his cheeks, turning them rosy. His eyes blurred as the wind rushed through his scarf.

"How long until we stop?" he chattered.

"At the pace we're going... maybe ten hours. If Clovis moves his ass... maybe eight," the Hare laughed out. Clovis slapped his horse causing the animal to rear and throw its rider into the snow. A string of profanity left his mouth as he clambered back on. Dietrich could only groan at the though of eight hours of that.

* * *

><p>The Duchess exited from a door leading to an inn located near the palace in Marmoreal. They would be making their entrance by foot, but first, she had to put on something more regal than a pair of worn pants and a puffed wool jacket. Cheshire was made to wait outside the room and look for any possible occupant returning. Inside she locate the long-sleeve red silk shirt and the flowing lion pelt. Her pants were cotton and the darkest shade of black that she had ever seen. The boots matched them and were padded with more fur on the inside. She looked at herself in the small mirror on the little vanity on the far wall of the room. A pair of ruby adorned golden earrings and a matching necklace and she was ready. Cheshire jumped up from his slouched position as she walked out.<p>

"Let me do the talking but I will need your skills if this turns into a fight. Our objective is peaceful negotiation first. If it does come to blows, make sure to take out every member of the royal family so that surrender is the only option," a small part of her was frightened by the flat tone she used when she stated this, but the larger part was calculating. This would be a grand victory and the territory would be hers once she was rid of White. She would ensure that this endeavor would be beneficial.

Together they strolled onto the snow-covered streets. Children ran around screaming and having snowball fights. The Duchess could see the yearning in her partner's eyes as he watched them. Sometimes it really hit her how similar he was to the old Cheshire. Perhaps a lot more childish, but still fun-loving and energetic. Shaking her head she focused on their path toward the gates of the palace. It looked like a gleaming ice sculpture. The spires reached to the high heavens, decorated with white angels and winged horses. The pawns scanning the outer wall gave shouts of their arrival and the doors began to swing into the courtyard.

"My niece," a fair voice sounded from the other side of the large garden. Her aunt always had a strange fancy for cherry blossoms but the trees were now bare and covered in glimmering ice and snow.

The White Queen flitted to the Duchess' side and gave her a kiss on the cheek as was customary for her. The Duchess returned the gesture by placing her lips to the ring on her aunt's hand. The diamond sparkled in the cold light.

"We have much to discuss," the Duchess said once the formalities had been said.

"Yes, I suppose you never come for family reunions anymore," the Queen turned on her glittering heels and strolled down the isle of trees. The Duchess couldn't help but stare at her bare shoulders and ruffled white dress. It never ceased to amaze her how the woman could be so resistant to the cold... and how much she could resemble a large frosted cake.

* * *

><p>"Marmoreal is only a day's ride from here," Hatter stated as they settled into their inn room. The money had been mostly lost at the previous one so they had been forced to share a room. With only three beds they had drawn sticks to see who would sleep on the floor. The March Hare had gotten the honor, much to Dietrich's silent relief.<p>

"I hope you have a good plan for persuading the White Queen to give her support," Clovis grumbled from where he was lounging in his bed.

"Of course," the Mad Hatter replied. "I was born with the gift of a silver tongue."

Dietrich rolled his eyes and rolled over to get some sleep. The next day promised to be as grueling as the past one.

**P.S: Wow, longest chapter ever. *sigh* at least I got it over with. Oh, and on a side note, the Duchess arrived two days before the guys do (which will be next chapter). Review please. :)**


	12. Marmoreal

**A/N: I'm back! Sorry for the taking forever to update...or am I right on schedule?... anyway, school got hectic and we had a debate blah blah blah. But that doesn't matter because I am now on break so expect faster updates, hopefully.**

Marmoreal glittered in the morning sunlight as Dietrich and his companions trudged into view. Hatter had woken them annoyingly early so that he could witness the sunrise and its reflection on the crystal walls of the palace. Dietrich had to grudgingly agree that it was breathtaking, but he still had his doubts about whether it was worth waking up at four in the morning. Of course, there was also the fact that half of the gleaming castle was blocked by a dull, white-washed stone wall.

A man in full knight's armor with a large helmet in the shape of a horse's head stood at attention at the large white gate that led into the city itself. From the other side, another man in similar getup was talking to a couple of villagers. Both barely noticed the traveler's until they were practically standing face-to-face with them.

"Do you have a permit?" the flustered guard said, leveling an elegant ivory spear at Hatter's chest.

Hatter gave it an appraising look before pushing it aside and sweeping in and touching his nose to the helmet's protruding snout. The man backpedaled and fell hard onto the ground. His partner couldn't suppress a chuckle while opening a hidden side door in the wall. Hatter dropped off his horse and handed the reins to the guard on the floor. The others did the same.

"Pleasure to have you with us again Hatter. Don't mind the newbie, he'll get used to your face and manner soon enough," the man on the other side said as they stepped through into the city. "At attention Herald!"

The first guard lumbered to his feet and fought to keep the enormous helmet on his head. With another chuckle the senior knight placed a hand on Hatter's shoulder and began leading them up the sloping street into the heart of the town, and the palace.

* * *

><p>Dietrich's eyes could not stop flashing from side-to-side as they walked through the open market. Merchants in their stalls advertised the strangest wares, half of which held no use that Dietrich could fathom. Plumage hats sat on fine ladies' head before erupting into a real flock of brightly colored birds. There was a man who was sticking needles into another man's body and, at the last needle placed on the man's neck, had the customer morph into a porcupine which began to dance a strange little jig. Fruits of all shapes and sizes gave off mouth-watering scents, meats and fish hung on hooks to be appraised, arrays of nuts and beans were held in weaved baskets, and even more exotic people examined them. Dietrich looked at one man in particular who wore a large, golden robe with red and blue dragons decorating it. With every step he took or every gesture of his arm, the dragons seemed to fly and twist to accommodate the change. A woman stood talking to a dog dressed as a professor. A large blue-feathered bird strutted with a cane in one wing and a book tucked safely under the other.<p>

"Stop gaping at the locals or you'll get lost kid," Clovis' booming voice called back to him from where they walked ahead.

Dietrich jogged to join them and found himself gazing at the glory of the White Queen's palace. The towers reached like gentle fingers into the clear sky. Sculptures of beautiful winged people and stallions lined the ledges of the walls and spires. Curved arches stretched from the inner rings to the outer gates. Everything sparkled like diamonds, snow and marble alike glistening in the morning sunshine. The gates were swarming with armored guards. These had round helmets, though they seemed as tiresome as the horse heads. As they reached the bustling men, four detached and gave salutes to the man leading the rebel group. He gave a casual one in return and bade them to open the gates.

Smooth hinges made a whooshing sound as ornate metal doors swung in on themselves. Dietrich was amazed at the beauty of the inner court. A long walkway moved through two lines of black trees adorned with powdery snow and icicles. Ahead, two small staircases led up to two magnificent doors. The wood was adorned with silvery designs and two sapphire windows reflected the light of the sun in enchanting shades of periwinkle and indigo.

Beyond those doors a white marble corridor led into the center of the building. It resembled the hall of mirrors displayed in Versailles though the gold had been exchanged for soft silver swirls. Dietrich couldn't help but become lost in the beauty. A rough hand pushing him forward, however, was enough to take him from his stupor.

"Her Majesty, the White Queen will be expecting you in the conference room. I trust you remember the way, Hatter," the knight leading them said.

"Of course," Hatter replied, "and anyway, how big could this place be?"

The guard left with a chuckle shaking his shoulders.

"Now, was it a right from here... or a left," Dietrich rolled his eyes at Hatter's comment and begrudgingly followed the man as he swerved into the middle corridor.

* * *

><p>"What are we waiting for again?" Cheshire asked as he scratched one of his ears in frustration. "Hasn't the White Queen already signed the agreement to turn over her territory to White."<p>

"She has to make it a public announcement or else we may be accused of forgery," the Duchess replied calmly from where she was lounging on a particularly fluffy white sofa. The lack of color was grating on her nerves and she felt homesick for the crimson splashes that lined the castle or the warm gold in her estate.

The door opened causing them both to jump from their seats. Cheshire took a hostile stance but was calmed by a wave from the Duchess' hand as they saw who had entered. Calmly the man took off his horse-head helmet and let his long auburn hair fall over his armored shoulders.

"What is it White Knight?" the Duchess inquired with a bored tone. The man drew in a breath to calm his racing heart. It was apparent to her that he had run quickly to her chambers. She quelled the excited feeling in her stomach and put on her most nonchalant expression.

"Hatter is here along with the March Hare, a large man who looks like a former club, and the Alice," he huffed out.

The Duchess felt as though a cold iron rod had been slammed into her chest at the mention of Dietrich. She quickly masked her shock by turning away from both men and looking out one of the windows that illuminated the room. In the back of her mind she cursed the boy for staying and wasting her sacrifice, but another part couldn't help but smile at his bravery. The inner smile disappeared as she heard Cheshire's aggressive hiss from behind her. She would have to fight them off somehow.

Turning back to the two men she quickly formulated a plan, "White wants Hatter alive and the Alice is too precious to harm. The others we will dispose of."

* * *

><p>The conference room was a large domed room with two large tables running its marble length. At the head of the table sat a woman who greatly resembled a wedding cake in her layers of snowy silks and skirts. A small crown adorned with small sapphires and diamonds rested on dark locks. White ribbons and frills pulled the black hair into a formidable bonnet and yet there was still enough of it to cascade down pale bare shoulders and an elegant back. The woman was older, certainly, but her beauty was far from lost. Soft violet eyes looked to them as they entered. Dietrich had to suppress a shudder at their resemblance to another pair of eyes which he had not seen in what seemed like forever.<p>

"Welcome Hatter, Hare, Clovis. It has been too long. And who is this?" the woman stood and wrapped Hatter into a hug that almost fully obscured him from view within the folds of her dress. Dietrich couldn't help but smirk at the strangling sounds coming from where Hatter's face had been moments before.

"A pleasure to see you again as well darling," Hatter was able to choke out as she released her hold on him. "May I introduce Alice Dietrich of... where were you from again?"

Dietrich was about to answer his question when the White Queen rushed forward and took his hands pulling his face inches from her own. The scrutinizing gaze she gave him made his cheeks warm and red. With a small smile she let him go and directed her voice at Hatter. "So he's the Alice that everyone is talking about."

"The one and only," Hatter nodded. "I hope his presence in our ranks helps convince you to openly support our efforts?"

The Queen's gaze fell back on Dietrich and she placed a finger on her pale lips. He tried to seem confident and strong in front of her but just managed to feel even more foolish and out of place.

"I wish I could Hatter but..." her hesitation made an unwelcome feeling creep down Dietrich's spine. He had never been one to believe in sixth senses, but this seemed different. "Certain complications have arisen and I don't know how much support I can continue to give."

"What complications?" Hatter reached for the White Queen's hand and ran his fingers over the smooth skin and small diamond ring. Her eyes met his in a pleading gaze but they broke apart as the doors swung open.

"The complication is that she is no longer Queen of the North. These lands belong to White and the Kingdom of Hearts," a cool, familiar voice said. Dietrich didn't want to look upon it. He didn't want to give the voice a face yet. A larger part of him yearned to know that she was alright, the larger part won over and he turned to look upon the Duchess.

Her hair was pulled back in a red a gold clip, revealing her face and those sharp violet eyes. Dietrich flinched at the cold fire gleaming in them. For a moment he thought he saw something else flicker into view, but it was gone as quickly as it came. Her boots clicked against the tile as she drew nearer and allowed a second figure to enter the room. The man was wearing a similar outfit to the Duchess, both with black pants and boots, but his shirt was a magenta color as apposed to her brilliant red. Dietrich's eyes widened as he saw the two ears poking from the mesh of hair atop the man's head.

_"Beware of the Cat, he is the death bringer..."_

The caterpillar's words echoed through his mind. The man's eyes locked to his. The pupil shrank into a slit and a feral snarl escaped his clenched teeth.

"I had hoped that you would have been honorable and died instead of betraying us," Hatter said as he drew two pistols from his coat.

"You should know me better than that," the Duchess smiled cruelly and unsheathed a long saber. The blade gleamed wickedly in the light that poured through the windows on the far side of the room. All remained quiet as the two observed each other. No one moved, no one breathed, no one could.

The first gunshot broke through the silence and a flurry of action ensued.

"Kill Hare and the Club Cheshire!" the Duchess shouted as her sword deflected the shrapnel of the gun and swung at Hatter.

The sword hit the gun and the clang of metal against metal echoed from the grand ceiling. Dietrich glanced at the retreating figure of the White Queen and decided that he would only be in the way. As quickly as he could, he moved toward the door that was the only exit.

* * *

><p>The Duchess saw them move from the corner of her eye. She moved to intercept Dietrich's escape but Hatter's barrage allowed for no distraction. She whirled around to see that Cheshire was busy holding off his own foes. She had the utmost confidence in his powers. The amnesia had done nothing to remove the training he had received for battle. Another bullet turned her head back to the man before her.<p>

"If you look away, your just asking for death," he said as his shoulders swung up to aim the gun once again at her head.

With a grunt she slipped to the side. The bullet's heat grazed her cheek but she had an opening. Her sword sliced from underneath and speared through the disgusting scarf he always had wrapped around his neck. She had to remind herself that he had to remain alive. Hatter sensed the hesitation and gave her a rough elbow to the jaw. The spin sent her tumbling into her aunt's retreating form. The two women skidded across the polished floor. With a flick of her wrist the Duchess opened a door and fell through it just as two other bullets sailed into the marble where she had been seconds before. Once inside the void, she tried to locate another door into the hallway. Inwardly, she wondered whether she should have just left Dietrich to escape. The door appear and she was through it.

Sharp pain exploded into her shoulder as she appeared back into the fray. Hatter must have sensed her plans and had let a barrage of bullets loose down the hallway. One had surprisingly nicked her arm. The warm blood stained her shirt a darker shade of crimson. With a growl she leveled her sword to deflect two other bullets, now aimed at her. Dietrich would have to wait.

The sword was light but her arm was injured and it was becoming increasingly difficult to wield against the jarring bullets. Hatter would have to reload at some point though, and when that happened...

There was a quell in the flashing bits of metal. This was what she had been anticipating. The man could reload with inhuman speed but she would be faster. She slipped into the void once more and came from behind him. The sword sliced neatly through the muscles, ligaments, and bones of the man's hand. A scream escape his lips as flesh and weapon clanged to the floor. His other hand whipped around quickly and buried the barrel of the pistol into her stomach. The door opened and she was gone before he could pull the trigger. Hatter swerved in a circle and released another array of bullets in all directions. he knew that the longer the Duchess stayed in the void, the more fatigued she became. Still, his eyes were starting to see spots as the pain in his hand increased and the blood continued to gush down.

The small ripple in the air behind him alerted him of her presence. The Duchess emerged just as a bullet raced out of the gun and just above her head.

"Not a second time," she muttered and swept her blade up. The gun flew into the air and broke into two separate pieces.

Hatter growled and reached into his coat to pull out a broadsword. The handle was meant for two hands but he was out of options. The Duchess smiled and lunged at him. The blades came together in a burst of sparks. The sound put her teeth on edge but she continued to strike at him. The sword was heavy and his movements were slowing. She could feel her own muscles begin to ache but stubbornly ignored it.

Hatter swiped down with the blade in an attempt to tear her sword from her grip but she easily avoided the movement and swept in. Two more slashes were averted by his blade before she was able to find another opening. She knew that she could not last much longer. In a swift motion she brought the hilt of the sword down on the man's head and neatly struck the back of his neck. Hatter crumpled into a heap of clothing on the floor.

The Duchess quickly turned him over and grabbed the stump where his hand had been connected. The blood loss was severe and she had to quell it before she lost him. In the room beyond she heard the shouts of the fighters. Cheshire was seemingly having some trouble with that. Hurriedly she tied a crude bandage to the raw wound and dragged the man back into the conference room.

"Track down the boy that escaped," she shouted to two guards who had appeared at the sound of the struggle.

Both apparently recognized her because they were off as soon as she finished giving the order.

* * *

><p>Dietrich ran as hard as he could. The marketplace was twice as crowded do he had to maneuver through the masses. In the back of his mind, he prayed that any pursuers were also deterred. He crashed through, barreling into the dog dressed as a professor and scaring the bird hats so that a few ladies had to duck to avoid the cacophony of feathers and beaks.<p>

The outside gates were opening to allow some caravan through. Dietrich inwardly thanked his good fortune and sped out. He grabbed his horse from where it had been tethered to a post and sped away at a full gallop. The woods spread before him in both directions. From behind, he heard shouts and galloping horses. The adrenaline pumped through his head.

"Faster," he bade the horse.

Snow sprang up behind his stead's hooves as they wove through the dense underbrush. The dead branches scratched at his legs and hands. Still, Dietrich did not slow. The men behind him were gaining, their horses in much better shape and equipped to run more efficiently in the winter terrain. A bullet grazed him and stuck into a tree before him. Lowering his head, Dietrich spurred the horse on with ever growing urgency.

"You idiot," he heard from behind him,"The Duchess wants him alive!"

"She said no such thing," the second man stated.

They fell silent for a moment as Dietrich turned sharply to his left and they had to rein in their horses to avoid hitting a massive oak.

"He's an Alice moron," the first one said. "Remember that White collects them."

"Oh, right," the second man mumbled sheepishly and then they fell quiet once more to concentrate on the chase.

Dietrich wracked his brain for any kind of maneuver to get him out of this mess. The men got continually close until the horses were almost neck-to-neck. Dietrich closed his eyes and yanked at the reins pulling his horse to a stop. This was it. he was captured. He raised his hands in surrender when the two men started choking. One of them fell from his horse and started gasping blue smoke. His partner followed suit. Both men twitched and twisted as their lungs heaved for air. Dietrich couldn't help but stare as the bodies grew gradually still.

"This way Alice," a voice came from behind a tree. A man in a plain weathered robe came out and beckoned to him. His head was covered by shoulder-length straight blue hair. His forehead had tattoos of beads that matched the color of his hair.

"Who are you?" Dietrich asked. The man didn't look like someone who was going to hurt him, but then again he had just killed two men.

"I am the messenger of Blue Caterpillar. He requests your presence," the man pointed through the woods. "Please come with me."

More shouts came from behind them. Dietrich spent all of five seconds hesitating before giving in and trotting his horse to the man. The man smiled and beckoned for Dietrich to dismount. Deciding that he was already going with whatever the man said, Dietrich dismounted. The man grabbed his wrist and led him through a thick bramble of bushes and trees.

Behind it, Dietrich saw what looked like a massive blue butterfly. Giving the man a questioning glance, he was answered with a nod and another smile. The man was first to mount the giant insect before pulling Dietrich onto the saddle. Five soldiers appeared before them, weapons held high in anticipation for a fight.

"Peace, this is the will of the Blue Caterpillar," the man said as he held up his hand. To Dietrich's growing amazement, the men laid down their arms and backed away. The butterfly gave a flap of its massive wings and they rose into the winter sky.

* * *

><p>"What do you mean you LET them LEAVE?" the Duchess was seething.<p>

They had disposed of the March Hare and the man called Clovis shortly after she had returned with Mad Hatter. He was now secured to one of the chairs surrounding the table. The two guards that had come with the report flinched as her hair started changing from its usual ebony stated to one of dark red.

"H-he said that he was a messenger of the Blue Caterpillar. We could not touch him," the first guard stuttered.

"Worthless things," she said. "I don't care if it was the Blue Caterpillar himself who came to you, when I give you an order I expect it to be fulfilled."

"Yes ma'am," the soldiers knelt.

"Get out before I decide to make examples of your corpses," she muttered. The two couldn't get through the doors fast enough.

"They may listen to you, but they are still my men," her aunt's voice came from behind her. She had been treating Hatter's wound with some herbs to reduce the chance of infection.

"They are no longer your men. You handed over your kingdom to King White Rabbit. My orders are his orders and these men will obey," the Duchess bit out.

"I have signed nothing yet child," the woman stated softly.

Anger flared inside of her. The Duchess was no fan of White, but having her authority questioned was not something that she took to kindly. "You remember the conditions. I will have this kingdom either through ink or blood. Your choice."

"You have grown to be so like your mother," the woman changed the subject, much to the Duchess' irritation.

"I will not make her same mistakes," she said forcefully.

"You throw away your allies, you serve a madman, and you have made an enemy of the new Alice. My dear, you already have made her mistakes."

"I tire of this conversation. Since it is apparent that you will not surrender your territory peacefully, I must take it through violence."

With a sweep of her arm, Duchess opened the door and stuck her hand and sword into the void. It reappeared behind her aunt and she heard the satisfying sound of metal tearing through flesh. the woman gasped in surprise as the cold steel dug into her heart. Blood spurted form her lips and onto Hatter's cheek and hands as she fell into his lap. The man moaned from behind the gag that the Duchess had tied around his mouth. She turned to face Hatter and Cheshire, who was sitting in a chair across from him licking his paws to clean his ears.

"With you as my witnesses, I hereby claim Marmoreal and the North as part of the Kingdom of Hearts."


	13. Blue Caterpillar

**A/N: Kinda a short chapter. Sorry but Christmas Break has made me super lazy and I have newly discovered the wonders of Zelda Twilight Princess. Not to mention giving lessons to my dad about comma placement. Okay rant over, on with the story.**

The butterfly reached an amazing speed as they lifted off the frozen ground and away from the stunned soldiers. Dietrich wrapped his arms around the blue-haired man's waist and clung for dear life as the insect flapped its wings and carried them south. The barren forest soon gave way to lush vegetation and the snowy ground was replaced by flowers and grass. Dietrich noted that they had to have passed even the Rebel base. Even there, the cold fingers of winter had sunk in by that point. Soon the trees became thicker and the canopy hid the land underneath. That was when Dietrich raised his head to the horizon and saw them. At first they looked like the tops of great baobab trees that he had seen in pictures. Then he recognized them for what they were. Mushrooms, hundreds of feet high and of equal thickness, protruded like pillars of red, yellow, and blue. Smoke poured from some alcoves in the giant fungi, but other than that, no sign of inhabitants could be seen. Other large butterflies joined them like an entourage of vivid colors.

The mushrooms neared and the great insect began to lower itself, followed closely by its companions. The man reigned it in just as they reached a rather spongy, and unstable, turf inside of a particularly blue room cut from the stem of the mushroom. The man aided Dietrich in his descent and led him to a door cut into the spongy wall surface. In the back of his mind, Dietrich couldn't help but wonder if these particular mushrooms were edible or not. He shrugged the thought away as a large beetle burrowed out and crawled to the floor.

"This way if you please," the other man's smooth voice beckoned Dietrich through the door.

"Right, sorry," Dietrich followed him down a corridor which was a lighter, almost periwinkle color. Doors of other shades of blue lined the walls. They were made of wood but it was obvious that the other surroundings were cut directly out of the fungus.

The man stopped before a grand indigo gateway, door wouldn't cover the grandeur of the structure, and motion for Dietrich to enter. Elaborate knobs of gold clicked and whirred as the gates were unbolted and then began to swing inward. Dietrich watched the small engravings as they moved out of the way to allow the gates' motion. One struck him in particular: a girl walking beside a queen that looked uncannily like the Duchess. Another scene unfolded as another set of knots unwound from around each other and took the shape of a man with long, rabbit-like ears. His hands reached for a crown on the floor and placed it onto his head. The crown was much too small and tumbled easily. The rabbit, in a fit of anger kicked it and sent it rolling onto the side of the other gate. There it comes to a rest by a boy. Dietrich noted the clothing to be much like his original outfit upon coming to Wonderland. The boy picks it up and gives it a look before handing it nonchalantly to a girl beside him.

At that point the gates had fully adjusted and the figures ceased to move about. Dietrich gave one last look to the boy and girl on the far side of the right gate and then one to the smiling man beside him, then stepped through into a cloud of blue smoke.

The smoke reminded him greatly of the dream with the annoyingly rude Caterpillar back at the Duchess' mansion. He tripped over something on the floor and inhaled a large puff of the vapors. His throat closed in on itself and he started choking as he stumbled to an upright position again.

"Still such a worthless person I see," a familiar voice slid out from the center of the smoke.

"Still an obnoxious bug with nothing better to do than taunt me," Dietrich fired back.

"Oh, the pup has grown teeth," the Blue Caterpillar snarkily shot back.

"Get on with it, what do you want?" Dietrich sighed in exasperation.

"Very well, I shall get to the point, since you are particularly touchy today," the bug came into view. He slid by dragging his hookah with him and blowing small puffs of indigo into Dietrich's already burning nostrils.

"Cu-curm," the Caterpillar cleared its throat, "The Duchess has taken the North under White's flag. We run out of time. She was never supposed to even fall under his control but there is nothing to be done there at the moment. As we speak, she is getting the information she needs on the Rebellion from Hatter using the Tea they themselves supply to him-"

"Wait, what?" Dietrich interjected. "The rebels are supplying White Rabbit with Tea? That's just stupid, why on Earth would they do such a thing?"

"Silence impudent boy," the Caterpillar quieted him. "In response to your rude interruption, the Rebellion gets some of its funding from outside beneficiaries such as the former White Queen, but most of its money comes from White himself. Though he has the recipe, he does not have the means to produce it as cheaply as the rebels do. Continuing on-"

"Why the hell would the Rebellion supply White with his most dangerous weapon?" Dietrich cut in again.

"Do you listen! They need the money. It is actually quite the ploy. White rarely uses Tea on anyone other than his drugged-up Alice slaves. In truth, they are only stealing his capital, without putting themselves into too much risk. Still, with Hatter's capture... the game has changed, it had changed the moment the Duchess was fully on White's side. I warned you of this human."

Dietrich remembered the large machines that lined the back of the cavern where the tent city resided. The color slowly drained from his face as he thought of the immense quantity that those things must have contained. At the same time, he wondered if they had used Tea to manipulate others into joining them, much like White had before.

"Anyway, and without further interruption," the Blue Caterpillar gazed at Dietrich from where it had slid onto a sort of mushroom couch, "you must break White's hold on the Duchess by ridding him of his secret weapon. You must find a way to kill the Cheshire Cat. I presume that you met him in your previous, failed, endeavor to the White Queen's court."

Dietrich only nodded. The Cheshire Cat had truly been someone Dietrich was not about to forget.

"His heart clock is already quite damaged as it is. It will not take too much strength to break it fully-"

"His what?" Dietrich muttered. "You know, it would be much simpler if you just explained things through. I wouldn't have to cut you off so often."

With a huff the Caterpillar took in a long drag and blew it out slowly. "In a brief explanation of the workings on Wonderland... The inhabitants of this land are not entirely like the people from your world. The first thing, you probably have noticed, is that we have very animal humanoids such as White and Hare or very human animals such as the random talking ones you have seen. Also, we have no 'hearts' in the sense of what you have. Every citizen of Wonderland has a clock inside of their chests, which spells out their life. I am the keeper of clocks, the determiner of fortunes, and the collector once the individual's life has run out and the clock has stopped."

"Each clock has a set expiration date though, during certain circumstances, the clock may be stopped before that time. Such are the cases of murdered men and some who are able to stop their own clocks, as with the Cheshire Cat. Now, a brief history of your beloved Duchess. She was born to the Queen of Hearts, former ruler of Wonderland, with the name Ekaterina of Crims. Her position as Duchess was bestowed upon her at the age of sixteen, in your years, and her best friend, his name is unimportant, was given the title Cheshire Cat. He would remain her loyal servant as was his role. Unfortunately, a certain White Rabbit had developed a thirst for power and a craving for the throne. He could see that the Duchess was turning out to be a very valuable piece of the Queen's chess set, so he decided that he would first have to break her and then continue to her mother. He found an Alice and convinced her to seduce the young Cheshire Cat and create a rift between the two. It worked brilliantly."

"Upon their nineteenth birthdays, the Cheshire Cat announced his secret betrothal to his beloved Alice Ana, for he was not allowed to marry having devoted his life to his one and only mistress. The Duchess was crushed but she let nothing show of course. Even then she was such a foolish girl. White had set his piece, and on the eve after the wedding, he instructed Ana to drive a blade through the clock of the Cheshire Cat. The girl lay in wait for his arrival in their quarters. Unbeknownst to her though, the Duchess had grown suspicious and had snuck into the room first."

"At the sight of the knife, she charged from her hiding place and disarmed the girl. During the brief brawl, the Duchess forgot that an Alice is different from a Wonderlandian, much more fragile. I believe that she punctured a lung or grazed the stomach. Either way, the human had no chance, and the Cheshire Cat walked in to find his beloved lying on the floor in a puddle of her own blood, with his dear friend standing over her with a crimson knife in her hands. Even White could not have planned for the events to go so beautifully."

"After the incident, the Cheshire Cat went into a deep depression and would neither eat nor drink. The Duchess was torn apart at his refusal to allow anyone into his chambers. In the end, the boy was able to stop his own clock, and died as a result. White eventually found some way to repair the damage that is unbeknownst even to me. Still, the blow had been dealt. The Duchess crumbled and the appearance of a new Alice... and her eventual defeat of the Jabberwocky... weakened the Hearts enough for White to kill the Queen and take the throne. He left the Duchess in her position. She was so lost at the time that she soon began to support him as she had her mother. Of course, after a few more years, she eventually came to her senses and aided the Rebellion against him, but now... White has revealed his check. With the reappearance of the Cheshire Cat, he holds the queen piece, the Duchess, in his hands."

"This is where you come in. I have seen the Duchess' feelings toward you human. You must kill the Cheshire Cat and convince the Duchess to take back her place on the throne. This is your destiny," with a final puff, the Blue Caterpillar blurred and evaporated into the plume of vapors coming from the hookah that still stood on the mushroom floor.

Dietrich looked about him. His mind was a mess, trying to decipher that he had just heard. The Duchess had feelings for him. Then the kiss was real. But, he couldn't kill the Cheshire Cat. He didn't kill, and even if he did, she would never forgive him. He couldn't bear the thought of her stopping her heart... clock, because of him.

"Would you like me to return you to the Rebel base young Alice?" the man who had brought him asked softly from the open gateway that had revealed itself from behind a thick cloud of smoke.

"Yes, that would be best I suppose," Dietrich stepped out of the room. _If she has Hatter, then she will strike there first. And where she goes, the Chehsire Cat follows. For you, I will dirty these hands... just for another smile,_ he thought silently to himself.

**P.S: Really short I know, but I had to get the back story done cause I was afraid that I would practically forget everything if I didn't. And it is late so I'm sleepy. Good Night!**


	14. Too Little, Too Late

**A?N: I'm back with a new chapter. Yay! Break is over which makes me sad, but at least its the weekend and I have nothing to do... well other than homework which I will do later. Anyway, on with the story before I change my mind.**

The blue-haired man landed the butterfly in the overgrown throne room with no more than a small puff of air and dirt. The forest had an eerie quite to it that put Dietrich on edge. His thoughts raced back to his new mission. Murder. The word rang loudly in his ears. His conviction didn't slip, however, and all he felt was the cold hand of anticipation curling around his stomach.

"I suppose that you will be leaving now?" Dietrich asked looking back to where the man stood.

"Yes. It is not my place to interfere with these events unless I am specifically instructed to by Blue Caterpillar. I wish you the best of luck, young Alice, but that is all that I really can do. I bid you fare well," the man hopped onto the back of his insect stead and rose into the clear sky. At some point it had become early morning and the sun was just making its way above the tree-line. In only a matter of minutes, the butterfly had become nothing more than a speck in the heavens and Dietrich was once more, alone.

"Great... Now where was that entrance?" Dietrich muttered to himself.

He stepped through the weeds winding their way around his boots, still stubbornly clinging to life even though a light frost had settled on the ground. The mounds of rock looked infuriatingly alike so his only option was trial and error. His hands brushed along the rocks and the ground around them, cursing as his fingers became numb from the cold, until he finally found a rib that didn't belong. He heaved up and revealed the opening. Musty air hit Dietrich's face and he couldn't help but cast a last longing glance at the clearing and the fresh air around him before plunging into the perpetual darkness.

The lamp lit corridor stretched as it did before, grand and dusty. Dietrich took some time to recall the path that led to the actual tent city. Deciding that he had as good of a grasp as he ever would, he began to move forward.

He was soon starting to get disheartened as the golden gate that had marked his turning point was nowhere in sight and he had been walking for quite some time. Dietrich muttered to himself under his breath but turning back was not an option, so he continued.

Fifteen minutes or so later, he came upon a familiar knobby wall. Pulling one of the roots, the door swung into itself on to the familiar whirs and clicks. Dietrich swung his head to look to his left and, sure enough, a hint of gold was visible down the dirt tunnel. He shook his head in mild frustration and exasperation as he strode through the opening.

The tent city was just as bustling as it had been before, if not even more so. Dietrich couldn't help but cast a weary glance at the giant canisters of Tea that lined the side of the cavern. It was wrong. He had witnessed the horrors that the drug had done to those girls in White's castle. He understood the necessity of funds but it was just monstrous. With a new resolve, he descended the stairs and made his way to Ayden's pavilion.

* * *

><p>"You have uncovered the whereabouts of the rebels?" White asked without sparing the newcomer a glance. His gaze swept over the lands beyond the brilliant red stain-glass windows that lined the royal bedroom. <em>His <em>royal bedroom.

"Yes, shall I mobilize the cards?" came the answer.

"You have already done so. I know how you operate Duchess. Always three steps ahead," he finally turned and took in his most powerful piece. She wore full armor that gleamed a menacing crimson, deepened by the red light spilling from the windows. On the breast plate, a golden heart encircled an intricate D, showing her role as his right hand. Her long ebony hair had been tied back with flowing red and gold ribbons and was tucked neatly inside of her leather collar which protected her neck and allowed for greater flexibility and range of movement. White had to roll his eyes as he noticed that she still refused to where a helmet like all the other soldiers. As though the emblem signing on her chest didn't give away who she was, she wanted her enemies to see the face of the one who defeated them. To him, it was just vain and idiotic, but he allowed her to have that one leeway.

"I just need your orders to mobilize," she replied curtly.

"You have them," White walked over to stand directly in front of her. "Rip them apart for me."

One of his hands trailed up to meet her pale cheekbone. He felt the tension spread from his hand to his whole body. He hadn't had any fun since the idiot of a boy had stolen his Alices and it was driving him mad. His mouth watered as he gazed at her full lips and soft flesh. The armor was in the way of his trailing eyes and he almost growled in frustration.

A hard slap against his hand shocked him out of his revelry. The Duchess stepped back and shot him an aggressive stare. His eyes hazed with anger at the gesture. He wouldn't stand for the insubordination. With a quick grab he pull her back flush against his body and jammed her into the wall by the door she had been about to exit. A soft hiss escaped her lips as his other hand reached under her arm and up to cup her chin and turn her so that she could see his face. He felt her neck strain in the uncomfortable position and it made him feel almost high with power.

"I do not appreciate the hostility," he murmured, "and you will keep them in check. I am the King of Wonderland, and as such, you will obey every command that I give you. If you don't...well, I don't have to repeat the consequences that you will face."

The Duchess' eyes widened ever so slightly. Her mind raced to Cheshire and she felt herself go limp under White's touch. His grip relaxed and she was allowed to slip out from between him and the wall. Before she could fully retreat, he grabbed her once more, spinning her around, and forced his lips into hers. Her first impulse was to severe his fluffy head from his shoulders, but her lack of a weapon and her fear for her Cheshire prevented any action against him. His tongue pressed into her lips and she almost gagged as she parted them to allow him entry. Her eyes shut tight and she drew into the deepest recesses of her mind until she felt his mouth move away and his fingers unwrapped them selves from her wrist.

"I expect the Alice in chains and the head of Ayden of Brigantiu on my desk upon your immediate return," he murmured as he turned his back to her once more and returned to his gazing.

"Yes, my King," the Duchess replied as she turned and marched out of the room. As soon as she was out of sight, she brought her gauntlet to her lips and rubbed them until they were raw and a faint trail of blood escaped a small cut in the center of her upper lip. Her eyes watered but she refused to show him her weakness, even if he couldn't see it. She took nine calming breathes before turning into her chambers and washing the blood and leftover remnants of White from her face.

"Are we leaving soon?" Cheshire's voice came from outside where he stood leaning against a wall.

The Duchess turned to him. She almost screamed at his smile in her frustration. It was his presence that had caged her to White after all. But she owed him at least that much. No, she owed him so much more.

"Yes. We are leaving."

* * *

><p>"I understand your concern but I assure you, White has not used Tea for interrogation, for years. And as for Hatter, I am sure that he will not be able to relay enough coherent information for them to find us. At least not in the immediate future. Still, Caterpillar's words should not be ignored."<p>

Dietrich sat and listened in disbelief as Ayden paced and muttered to himself. Of all people, he had believed that the leader of the Rebellion would be the first to concede that supplying White with tea was suicidal at the very least.

"Don't you get it?" Dietrich practically slammed his hands on the desk. He couldn't quite achieve the wanted effect as the scattered papers muffled the thud. "The Duchess is coming. I don't know how she was able to pull the information fro Hatter, but she did and now we have to make preparations. Most of the people here have to be evacuated. And those Tea machines have to be destroyed. If White got his hands on them, we'd all be royally fucked."

"I cannot just up and leave. We have over five hundred people here. The only exit is through the tunnels and even we don't have a full comprehensive map of all of them. And where are we to go after this? You failed to bring the White Queen under our flag and, to top things off, her kingdom was taken over by the DUchess!" Ayden fired back. His fingers drummed on the opposite side of his desk.

"Perhaps if we can draw her away from this place. Have her find a base of operations close to this spot but far enough to lead her away from the main encampment..." he stopped in mid thought.

"It won't be enough and you know it," Dietrich murmured. "White might be a dumb-ass but she is not. She will know that it is a ploy."

"I cannot forsake this position. If it comes to it, we will hold and fight to keep it," Ayden slammed his fist down.

"This is suicide," Dietrich grumbled. "At least get rid of the Tea."

"I cannot do that either. We rely on it too much for that."

The look in Ayden's eye was a strange mixture of worry and an underlying tone of possessiveness. Dietrich's eyes widened as realization hit him. "How many of you are addicted to it?"

Ayden turned to face him fully. The glint in his emerald eye was frightening to say the least. "Too many to risk losing our production."

Dietrich hung his head, the Duchess' words running through his mind. _"... unless we get a regular dosage, we die forty-eight hours after the effects subside."_

"We have to hold," Ayden sighed. "General!"

A bulky man entered the tent. He gave a polite bow to Dietrich and a firm salute to the slumped Rebel leader. "Sir."

"Ready the men. I need every hand capable of wielding a weapon to do so. Alert the healers and send a few scouts out to see if any danger is approaching. Have them report to me every three or so hours. Also, send a few men to fetch extra water and Tea extract. Prepare for the Duchess' strike. I want this place buckled down and able to withstand a siege of at least two weeks."

The man gave another salute and raced from the tent.

"I guess I'll start preparing my things as well," Dietrich said. "And remember, the Cheshire Cat is my responsibility. I need the Duchess distracted long enough so that I can kill him."

"I shall do my utmost to ensure your success."

* * *

><p>The card soldiers marched from the mouth of Hearth Castle as though they were jets of blood spurting from the maw of some great beast. At the head of the procession rode the Duchess and her Cheshire Cat. He was clad in his own armor though it was much lighter, made entirely of leather to allow for greater mobility and speed. She couldn't help but cast worried glances at him. He had more than proved himself competent in battle, but she still couldn't let go of the protective feeling she held over him.<p>

The rebel base, according to Hatter, was located about a few hundred kilometers from their location. It would normally take at least five days to reach the old ruins of the Red Queen. Fortunately for White, she was going to cut that time by ten. Once the final battalion had lined itself on the plain before the castle, she raised a taloned, crimson hand and slashed it through the air in a large downward ark. All doors in a three meter proximity opened to form a gaping hole in the center of the field. Even opening that many doors took its toll on the Duchess and she couldn't help but sway on her black horse. Cheshire's hand steadied her and she returned her focus to the rift before her.

She had to first find the doors that would open into the particular clearing where they would assemble. Then she had to ensure that no unlucky battalion found themselves half-way across the world or inside of a tree. Her eyebrows drew together as sweat started to bead on her forehead. With a small grunt of effort she finally aligned the doors.

"Step inside and keep marching. Don't stray from the doors in front of you. Forward men," she commanded. The first battalion took their step into the oblivion beyond. The second followed, the third, each slipping into seemingly nothing. The Duchess felt her arms start to visibly shake as the fifth section of men trudged through. She knew that she wouldn't be able to keep it up much longer.

"Inside, quickly," hissed Cheshire from his place beside her. His hand moved to her back as she started to grow faint.

The men started to go in a sort of swift jog-march. The speed was still too slow by her measure and she had to bite her tongue to keep from fainting on the spot. The tenth battalion finally made its way through the rift. She ensured that they had all passed through safely before shutting all of the doors save for one. With a reassuring glance to Cheshire, she spurred her stead into the rift and through to the other side.

As soon as Cheshire had come up behind her, she closed the gaps with a relaxed sigh and slumped forward as her mind blanked. Faintly she heard Cheshire give the order to set up camp but to not set up any fires. She smiled weakly at his foresight and thanked the damned Caterpillar for it.

* * *

><p>The campsite was unnaturally quiet for the time. Dietrich could hear the bustle of soldiers running to their stations or to get equipment, but the usual cacophony of sound was absent from the civilians themselves. Even those who were giving orders seemed to do it in a monotone voice that was heard only by their men. It was as though they were all holding their breathes. Waiting for... waiting for victory or death.<p>

"Dietrich!" Ayden's head popped into his tent and startled him.

"What is it?" he asked as he got up off of the bed he was lying in.

"The scouts have reported that the Duchess has arrived. How she got here so fast is incredulous, but they are here. I'm sending two battalions to do a surprise attack on them before they strike us. I think that it will be your best chance to find Cheshire."

"Right, when do we leave?" Dietrich grabbed his new sword and sheathed it in the cover on his belt.

"Now."

The men assembled quickly. The battalions were more like little campaign parties. Together they made up a sum of twenty men and a few women. The leader of the group was none other than the burly man who had come to Ayden's tent earlier. With quiet blessings and wishes of luck, the party departed into the tunnels and toward White's forces.

Dietrich gritted his teeth causing a minor headache. He forced himself to stop. The odds were against them but if they could pick off at least a few men. If he could convince the Duchess to join them. Then they had a fighting chance. The tunnel opened up and they started to ascend the ladder. the pile of rocks hid their exit from view from most of the forest, though there was no one to spy on them either. White's troops had the upper hand and had been lulled into a false sense of ease.

The Rebels slid forward among the frosty ground, their boots not making even the slightest crackle of sound. The sun was dipping quickly past the far mountains to the west, blanketing them in shadow. The scout that had spotted the army joined with them shortly, and they followed the slight young boy into the thicket.

The tents were dark and no fires had been lit to indicate the enemy's position. Still, the keen eyes of the Wonderlandians were able to pick them from the darkness. Dietrich scanned the area from the hill that led down to the encampment. There was a large central tent that probably belonged to the Duchess and the Cheshire Cat would not be too far from her. Dietrich was willing to bet that they shared the tent. A flash of anger welled up in his chest but he quickly put it aside. Emotion could not distract him now.

"I need at least three men to help me distract the Duchess while I go after the Cheshire Cat," he whispered. The bulky man nodded his understanding and sectioned off some men.

"We will distract them by attacking their eastern flank, that way we take their sense of direction. If we are to be found out and followed, every man fights to the death. take as many out as you can, but we cannot lead them back to the camp.

"Let's begin."

* * *

><p>The Duchess woke with a horrendous migraine. Her hand reached up to massage her temple and came into contact with a warm, wet towel. Her eyes moved to take in her surroundings. The tent was red and gold, though she hoped that it was only the interior that was such flashy colors.<p>

"You're awake," an enthusiastic voice piped up. Cheshire bounded to her side and switched the towel with a cooler one which did wonders for her.

"Next time, you open the rift. We'll see how long you last," she smiled at him.

"I can't do that anymore," his ears deflated as his face fell. A pale hand reached up to caress his cheek which sent an immediate smile to his face.

"It really is too bad, but I love you all the same," she smiled back. With a pained groan she lifted herself into a sitting position and stretched her arms into the sky, arching her back until a satisfactory crack loosened her spine. Her hand moved to her bare midriff, coming to realize that her armor had been stripped off and she was only in her undergarments. The tent air was warmer than outside but she still felt the pang of cold and curled the covers over her.

Cheshire's ears perked up and his back arched as an unfamiliar sent wafted through the back flap of the grand pavilion. The Duchess stiffened at his tense pose and reached over to grab her sword securely in her hand. The weapon brought a sense of calm to her, though her guard did not drop. She quietly placed her feet on the ornate rug that lined the floor, careful not to put too much weight on her feeble legs until they had fully adjusted. Once she had positioned herself beside Cheshire, she shot him a curious glance and motioned in the direction of the tent opening.

"There is something wrong," he whispered, almost too low even for her ears to pick up. He placed a warning hand across her to prevent her from moving toward the spot. She only moved it out of the way with a reassuring glance.

"It is probably just the men trying to cook something without any fire," the Duchess had moved to wrap her hands around the flap and gave it a quick tug just as something large and metallic barreled into her sending her flying across the room.

Her air was quickly knocked from her lungs and she found herself gasping as a large, and rather menacing, man charged into her tent, followed by three others. The man grabbed her by the collar as she tried to crawl to where her weapon had been discarded. With a rough tug and a hard knee to the back of her spine, the man sent her sprawling on the ground once more. Out of the corner of her eye, she saw Cheshire being surrounded by the other men, his claws deflecting blows from their own swords. Blood covered his paws where the metal made contact and he had no weapon.

Anger blurred her vision in a deep red. She could feel the flames paint her hair scarlet from black. The man reached for her body once more but she was able to push herself away and aim a swift kick to the front of his knee. The metal protected him from any severe damage though he did stumble back, and that was all that she needed. Her sword was too far for her to utilize it but a dagger was sitting on an ornate cabinet right by her side. As the man lunged at her with a fist, she slipped below it and rose up to dig the blade deep into his throat. She missed the artery she was aiming for but was able to rupture his windpipe. He gasped for a few painful seconds before the light left his eyes.

With a feral growl she turned to face the other men who were still trying to dispatch her second-in-command.

* * *

><p>The Cheshire Cat was putting up a greater fight than Dietrich had expected. He felt remorse for the way that the General had... dispatched the Duchess. Still, she needed to be distracted if not immobilized long enough for him to finish off the other occupant. The man had no weapon but his hands had warped into giant cat paws with large, glinting claws the size of butcher knives. Dietrich's sword swung and pierced flesh as the Cat missed his block and the blade chafed his shoulder. A soft hiss escaped sharp teeth that glinted white in the candlelight.<p>

The man to Dietrich's right took the opportunity to place his blade against the man's neck, securing him while the other man came up from behind and cut off any chance of retreat. Dietrich knew that they would strike him down. He was the one who had ordered it. He was the one who had to kill the Cheshire Cat. He thought back to the Caterpillar's story, of how the man before him had fallen because of the murder of his fiance by his dearest friend. He spared a look at the Duchess' form, sprawled on the beautiful crimson rug. _Forgive me,_ he silently pleaded.

Turning back to the Cheshire Cat, Dietrich could see the fear in the dark eyes, almost black though the flashes of emerald betrayed their green nature. The pupil had shrunk to a small slit and his ears were flattened against the mess of reddish brown hair. His figure was scrunched down and Dietrich could almost visualize him as a cat with its back arched aggressively.

Making up his mind, his grip tightened until his knuckles were white and his fingers were numbing from blood loss. A cry erupted from his throat as the blade moved forward toward the soft flesh that covered the Heart Clock of the man before him. At the last minute Dietrich closed his eyes and waited for the feeling of punctured skin and muscle. A clang rang through his ears and his arms were thrown violently to the side, far from the exposed chest of his target.

With horror filled eyes, Dietrich watched as the two men holding their steel blades against the Cat were cut down by swift strikes coming from seemingly empty space. His eyes shifted frantically to the rigid form of the General, lying in a puddle of his own blood not to far away. Then his head collided with the floor and all he could see was a flaming head of hair and two violet eyes. A swift punch to the bridge of Dietrich's nose and he was out like a light.

* * *

><p>"Chain him," the Duchess ordered as two of her cards raced into the tent to assess the situation. She growled at their tardiness. They saluted and dragged the limp body of the Alice out of the pavilion.<p>

She felt a small pang of guilt as she watched him being clamped in irons, but he had proven much more dangerous than she had anticipated. Her attention turned to Cheshire and she groaned in the back of her throat as she saw him lick his wounds clean. His paws had reverted to human hands and were covered in slash marks. The fur had protected him from deep penetration, but it still looked painful. She grabbed a small vial of ointment and a wrap of bandages. He sat down on one of the plush chairs that was still intact after the little skirmish. Carefully, she soaked the bandages in the sweet-smelling liquid and wrapped them around the wounds. A small intake of breath showed Cheshire's apparent discomfort but a quick reassuring smile relaxed him once more.

"What happens now?" Cheshire asked. His ears swiveled to the east. "I hear battle sounds."

The Duchess frowned in confusion. Hatter's direction had stated that the camp was exactly half a mile due west of their campsite. Of course, there was always the possibility that they were trying to trick her. A quick decision later had her transporting herself in the midst of the small raid on their eastern flank. To her complete embarrassment, her troops were losing to a group of no more than twenty men. She allowed herself a quick huff of disappointment before dispatching five of the Rebels with measured strikes from an assortment of doors that were scattered around her. The men left quickly started to scramble back and regroup. Unfortunately for them, grouping together only made it easier for her to strike at them. In a matter of minutes, half of their numbers were lying on the frosty ground, turning white into red with their blood.

"Regroup," someone yelled. She focused on him, marking him as the leader of the assault, or at least the second-in-command after the burly man she had killed.

A quick flit through a pair of green doors and she had him in her sight. Her sword swung in for the death blow. Surprisingly enough, the boy deflected it. He was swift on his feet and got in a few strikes before she disappeared again. He swiveled around, trying to keep his peripheral vision on everything around him. His footing caught on a root and he stumbled. It was all that she needed. Her sword flashed in the light of the moon and cut through his chest as though it were made of butter. His Clock hung, broken at the tip of the blade. The Duchess quickly discarded it and let the body slump to the ground. Blood ran down her blade and onto her fingers. the white and crimson droplets melted together in darkness. A chill crept through her and she realized that she hadn't adorned any armor and stood wearing nothing but her midriff top and shorts.

The cards around her had apparently dispatched the rest of the small raiding party so she headed back to her warm pavilion and some descent clothing.

* * *

><p>The morning after the raid, Dietrich woke to a massive headache and a strong feeling of motion-sickness in his stomach. The bright light stung his eyes so he had to squint to take in his whereabouts. He was inside of a large iron cage, his knees resting on a floor coated by a scattering of thin furs. His hands hung chained above his head on a wooden beam that ran through the center of the cage. His armor had been stripped from him and the morning chill was seeping into his bones.<p>

Dietrich was able to open his eyes a bit wider, looking outside he could see that he was being carried in a palanquin fashion, by four soldiers dressed in red armor with black hearts and various numbers adorning their shoulders and kneecaps. Before him, a long line of soldiers walked. In the distance, he could just make out two figures that were seemingly taller than the rest of the procession.

The scenery around him started to look familiar and Dietrich's stomach fell as he realized where they were headed. The clearing with the broken thrones was know in view, in fact, the riders had already entered it. His bearers slowed as the battalions marched into their positions. His cage was set on the ground and ten more  
>card-soldiers came to stand protectively around him. From the few cracks formed by gaps in their armor and limbs, Dietrich could make out forms facing the massive army. His heart clenched in mid-beat as he mentally calculated the numbers. It would take a miracle to win this.<p>

"Surrender your leaders and you will not have to all die," the Duchess' clear voice rang out over the quite in the clearing.

Ayden stepped forward, adorned in his burgundy and gold armor, a match to her own, raising his head high and called a resounding battle cry. His men joined in a chorus of defiance and determination. Dietrich clenched his hands and twisted them in an attempt to loosen the bonds. They had placed the iron shackles tight so that they dug into the flesh of his wrist. It left no space for movement.

"Very well. You have made your choice, now die!" the harsh voice was accompanied by a brief flick of her armored wrist. The first battalion dispatched itself and ran headlong into the charging group of Rebels.

Dietrich could hear the clang of metal and the screams of the dying and wounded. His ears rang with the sounds of metal against metal and the occasional cries. another battalion, to his right, moved forward to join the fray. Dietrich let himself hope that it was because the Rebels were doing well, and not because the Duchess wanted a swift and decisive victory.

He worked his hands around the metal, blood slicked his arms and wrist but it was still no use. He tried to cry out, to alert Ayden or someone else of his position. A soldier roughly struck him with the end of a spear and he slumped in defeat. He had failed. The disappointed face of the Blue Caterpillar swam before his eyes. The faces of the dying men followed, seeking in him a glimmer of the life they had lost. Finally, he saw her. The one who he owed for all of his gains and losses. She had broken him but he could still not bring himself to hate her. He owed her that much at least.

Another battalion marched into the fading sounds of weapons clanging. The cries of the dying were growing louder and more numerous. Dietrich raised his head and was able to spot the figure of a man get speared by one of the Heart soldiers. He quickly dropped his gaze, covering his eyes with his long auburn hair. A choked cry escaped his lips as the image replayed in his mind's eye. This was not the end. It couldn't be.

* * *

><p>The massacre, for it was unfair to call it a real battle, lasted for only a few minutes. Still, those minutes felt like hours to the beaten, caged boy and the stoic girl who sat on her stead before him. She felt no need to involve herself in the fray. The card-soldiers were overpowering the inexperienced little force under Ayden's control. She let no one escape. The few she kept alive were quickly put into iron cages much like his own, and hefted onto the shoulders of the remaining men. She sent have of the troops to raid the tunnels, bringing down most of the tent city inside of the cavern, and killing most of the refugees who had remained hidden in another alcove. The forces were just too large to hide from. Soon, most everything was obliterated. In secret, after her men had pulled out, the Duchess returned to the main cavern and quickly destroyed the large, Tea-making machines lining the walls. White would not be happy to find that his supply of tea was gone, but she would not risk him having such things at his disposal. She would just state that the rebels had them destroyed before she had attacked.<p>

Among the prisoners, she had kept Ayden alive as well as a few other key conspirators. White would enjoy the public executions, and they would make good decoys for a possible coup. Her gaze rested on Dietrich's shrunken form once more. She knew that even White wouldn't dare harm an Alice. He would be sent back to his world. She felt a sharp knot of sadness form in her stomach at the thought. She mentally reprimanded herself for the selfish thought. He had suffered enough on her account, on everyone's account.

With a sigh she opened the rift and the army moved forward, to return to Heart Castle, victorious. Her smile did not reach her eyes as the people called the names of their 'heroes' as they marched up the streets to reach the main part of the palace where White stood, gazing at them over the balcony. She couldn't help but want to claw that smirk off of his face. Instead, she turned to her side and took Cheshire's bandaged hand into hers. He flinched a bit but squeezed back, giving her a genuine shining smile. One she knew could not be convincingly returned.

**A/N: Finally done with this chapter. Sigh of relief. It is probably the longest I have written... ever. Anyway, hope you like it. I feel bad that Dietrich is the story's protagonist and yet nothing good happens to him, so next chapter I will remedy that. Probably. Nearing the end of the story though I still have no idea what's going to happen. hahaha. Well, that's what math and physics class is for. Please leave a review, feedback is really appreciated.**


	15. Executions

**A/N: Wow, has it been forever since I've written or what? Well, I'm writing now and hopefully that's all that matters... and hopefully there are still some awesome, crazy people who still bother to read. :) Oh, also, I was rereading some chapters and made White Rabbit's eye-color change from red to brown. I am going to keep it brown because I think that it suits him a little better. Unfortunately, the chapters are unfixable (to my knowledge) as it has been more than a month since I wrote them. I am sorry about that.**

The dungeon cell was damp and dark. The smell of mold mixed with decay and human waste was almost overpowering. Dietrich, however, was too hollow to pay any heed to the filth or anything. It had been two weeks since they had lost the battle to the Duchess and been carried to Heart Castle. White had held an execution every week. Dietrich had heard the shouts and jeers even through the thick stone. A small crack at the top right corner was probably the source. He had tried to plug it up with a part of his tattered shirt but the sound still reached him. The crowd, the ring of the ax which was being sharpened, the sickening thud of it hitting the wooden block and the following thump of the severed head. Dietrich didn't have to see it to have the images floating behind his eyes. He hadn't slept in days either, which made the images all the more real and horrifying.

The first few days, the Duchess had come to visit him. She assured him that White was keeping him only as show, and to satisfy his sadistic habits, and that he would be allowed to return to his world shortly after the final execution. He didn't have the strength left to reply. All he could do was look into her eyes and wonder how they had ended up this way. She had been so kind to him, so loving and full of life. Now, her eyes had sunken into her face, dark circles beginning to show under them. Even her smile slipped after a few seconds as though the muscle movement was draining her. Dietrich had no idea how he could reply to her reassurances even if he could respond. How could he tell her that he didn't want to leave. That, despite everything, he still needed to save her. He had to see her smile again.

She had stopped visiting after about a week. After the first execution. A few days later, Dietrich had fallen into despair. Ayden was still alive, that much he knew. The man never stopped pacing in his cell, located on the far left from Dietrich's cell. Dietrich couldn't stand the noise of the shuffling feet. It was over, they were finished. The day the second man had been taken, he had called out a salute to Ayden before he was taken above-ground. Dietrich couldn't help but feel annoyance. Why, after all, would anyone salute the man that had failed them? Perhaps he was just taking his frustration out on Ayden.

The third week came and passed. The fourth neared and Ayden's pacing only increased in its tempo. Dietrich slunk to one of the corners of his cell and fell into a sitting position. He tucked his knees so that they were pressed tight against his chest and placed his hands over his ears. The disuse of his eyes had led a sharpening of his other senses and the footsteps resounded in his head. That or he was just going mad.

The door opened and a large man in red and black armor stepped inside. His number shown in the torchlight coming from the burning one in his hand; it was a shiny ten. Two others came after him, noticeably smaller and probably lackeys. The first cell they opened was Ayden's. His pacing stopped for a second and then a loud smack echoed down the prison corridor. They had likely punched him to keep him from struggling. Not enough to knock him out though. There would be no fun in that after all.

Dietrich's head snapped up as one of the guards stuck a large key into the door of his own cell. The hinges were most likely red with rust and protested immensely at the movement of opening said door. The guard edged toward Dietrich as one would a wounded animal. The card gently took his hands and cuffed them. The cuffs were leathery, not exactly comfortable but softer than the ones clamped over Ayden's.

"Out you go," the ten-card growled.

Dietrich exited first. The ten-card followed, dragging Ayden with him. The two others brought about the rear and locked the main gate leading down into the dungeons after their departure. The castle was well lit by iron lanterns that hung along the stone walls. The smell had not filtered through and Dietrich could feel his nose unplugging itself in the fresher air. He hadn't noticed the difference in quality until he drank in the sweet air.

"Keep moving," the ten-card roughly shoved him up a stairway, "you can breathe as much as you want when we get outside."

Another heavy door was unbolted and opened to reveal long marble hallway. They turned right and emerged into a sunny room, almost fully made of glass. Sitting upon a red plush chair in the center was a grinning White Rabbit. To his right stood, more crouching than standing, the Cheshire Cat. Dietrich's eyes finally swept to White's left where the Duchess was positioned. Her hair hid her face but her anxiety was clear by the way she was biting her lower lip.

"Ah, Ayden. Such a disappointment. But, then again I expect no less from you. You were always so annoyingly loyal to the former Queen of Hearts," White addressed the man who had been forced onto his knees before him. He slowly unrolled his right leg from over his left and stooped to look the fallen rebel leader in the eyes. It was a little difficult because of the mess of hair that had grown to nearly shoulder level.

"..." Ayden didn't even flinch. His eyes simply stared into the brown depths of his captor's. The eyes looked almost surreal in the sunlight, almost as though they were a mixture of six different shades of amber with flecks of gold. They would have been pretty had they not been so cold... and bloodthirsty.

"It is time for your execution. Take him to the square and bind him to the block. I shall come in about an hour or so. Wait for me and make sure that he is alive when I get there," White stated as he beckoned to the three guards. Ayden couldn't help the grunt that escaped his lips as they hefted him up and out of the room.

White's eyes turned to look upon Dietrich as the two large doors shut behind the death party. "Now, what to do with you?"

Dietrich raised his head so that the long amber strands of his hair fell back to show his face.

"You know the laws about killing an Alice," the Duchess' voice rang out from behind.

White's eyebrow twitched in annoyance and he got up from his chair grabbing her roughly by the neck. "You are to remain silent. Another sound and I will fulfill my threats. Are we clear?"

"Crystal," she growled. He released her leaving large red marks from the pressure of his fingers and small scratched where his long fingernails broke skin. Dietrich felt his stomach clench in anger as the ruby drops fell down her slender neck.

"Back to where we were," White resumed as though nothing had happened. "I don't really want to let you go... but you are a hazard that I am advised to get rid of. I don't much care about the law against killing Alices but I think I have tempted Blue Caterpillar far too much as it is. I could keep you as a pet. I'm sure the Duchess wouldn't be apposed to that."

Dietrich stayed still and continued to look up at White. He wore his usual red coat over a white dress shirt. Long black pants ended in two ruby stiletto heels with a wicked sharp point. The crown that usually rested on his head was gone, though he would probably put it on when he went out in public.

"How about I break you," White spoke out when it became apparent that his questions would not be answered. "I could let you watch Ayden die... maybe make you do it yourself. Yes, I think that would be a grand idea."

Dietrich's eyes widened. He glanced from White's smug face to the Duchess' horror-stricken expression. "Y-you... Your lying."

"Oh, am I?" White's smile only widened at the apparent distress in Dietrich's voice. "Cheshire, secure the Duchess and ensure that, if our lovely Alice here does not comply with my demands, she is killed on the spot."

Cheshire felt his stomach drop to the soles of his feet. His first reaction was to obey the order, as those were the instincts instilled in him by White. Still, he hesitated briefly. The Duchess had only been kind to him. He knew that she was pained by something when she was around him though he didn't know what. She had given up something important for him and he didn't feel right threatening her. Still, an order from White might as well have been divine command. A swift movement and he had a massive paw over her chest, holding one elongated claw over her heart clock.

"Duchess, no," Dietrich whispered.

"Well, let us leave the decision to you. You have until we reach the execution square to give me your answer," White spun to walk toward the door. "Come Cheshire."

* * *

><p>They exited the castle and were situated into two palanquins that would transport them to the center of the town. Dietrich was tied facing back-to-back with the Duchess. Cheshire was walking beside the right side, making sure that they didn't try anything. Dietrich had no idea what they would try. With his presence, the Duchess was as docile as a puppy.<p>

"You know that that guy outside isn't really the Cheshire Cat you knew right?" he couldn't help but ask.

"Yes," she whispered back. Her voice had lost its usual commanding air, replaced by one of shattered sighs.

"Then why do you sacrifice us all for his sake. You could have easily overthrown White while you were serving under him. He has almost no guards when you are around, and I'm sure that you could have taken him before that cat even knew what you were doing."

"White knows that I wouldn't risk Cheshire's life. I... I can't. It's all my fault that he was killed. I killed him! And now, I am atoning for that," Dietrich turned to see that silent tears were falling down her cheeks as she spoke.

"That's damn selfish," Dietrich flinched at the biting tone of his speech but the bitterness was to much to hold down. "You sacrificed us all. It's not atonement. Your just piling on more sins. Was it alright that all those men died in those ruins and tunnels, just as long as your precious doll lived? Because that's what he is, a doll, made just to keep you chained."

"Stop. This will get you nowhere."

"No! You need to realize that there is much more at stake here. White is a deranged sociopath and he isn't just putting this world in danger. You know that he will come back for more Alices after a while. He'll find some other way to control them or produce more Tea."

"I know," her voice shook with that reply. Dietrich could tell that he was getting to her. He had to push, but not too hard. he needed to nudge her in the right direction, but he couldn't break her.

"He isn't the man you knew, Ekaterina," he felt her stiffen as he said her name, "He is only an imitation, a copy. You can't get forgiveness from him if he doesn't even know who he is supposed to be or what you did to him."

"What can I do? He is alive and innocent. I can't kill him. I can't watch him get hurt in these affairs that have nothing to do with him."

"You won't have to kill him. White is going to give me that ax. He going to expect me to swing it at Ayden. All you have to do is open a door before I swing it. I would gladly stain my hands in blood to save you," Dietrich's desperation was becoming evident. "Please."

"No, no more blood spilled for me. I don't want any more. I can't... just... can't," she sobbed pressing her hand into his. Her fingers were so cold, almost clammy. He clasped it tightly.

"Don't look. Just disappear. I'll take care of Cheshire. If you can get to White fast enough, maybe Cheshire won't have to be killed."

Her head turned slightly as he said the last part, "Really?"

"Really. Just get to White as I swing that ax. It'll keep Cheshire away from him long enough to strike. You just need some sort of weapon..."

"Don't worry about that," she said.

"We have arrived," White's gleeful voice spoke from behind the curtains.

Cheshire re-cuffed Dietrich's hands and cut the rope securing them. His back shivered at the loss of her body pressed to his. He looked to see the claw take its place over her heart again. A burly black-bearded guard grabbed his collar and dragged him out through the opposite side. He was handed a large double-bladed ax. It took most of his strength not to drop the damn thing. It must have weighed a ton. The blade was made of iron and adorned with black hearts and swirls. His cuffs made it even harder to wield because he couldn't get a grip far enough apart to stabilize it.

Turning toward the massive throng of people, he saw that Ayden had already been situated on a large wooden platform. His head rested on a pedestal shaped like a heart. The groove where the curves met was a perfect fit for the man's muscular throat. Dietrich only prayed that White would be stupid enough to put Cheshire somewhere near him so that he would be within swing range.

A pavilion had been set up to face the condemned man. White had already placed himself upon the golden throne and was enjoying a nice glass of red wine. the bastard's casual manner drove Dietrich insane. Cheshire began to escort the Duchess to the shade of the pavilion. Dietrich inwardly cursed as he realized that the range would be too far for the ax. The look in the Duchess' face told him that she had come to the same conclusion.

"Ladies and gentlemen," White's voice rang out over the throng of people that had come out. "We have here, before us, the leader of the rebel forces. They are defeated and most are dead. Now, we shall severe the head of the snake. And, as a special treat, it shall be the rebel Alice who does it. If this is not proof that Blue Caterpillar's prophecy of Alices is incorrect, then perhaps his broken spirit shall be enough. Now boy, swing the blade and send your comrade into oblivion."

Dietrich's hands were covered in sweat from the strain on his arms and the anxiety in his gut. He would have to kill Ayden. It was the only way. Then, when everyone was distracted, he would be able to strike.

His hands raised the ax over his head. His legs dug into the ground for support. His triceps straightened and the ax began its descent down as a shriek of pain burst forth-

* * *

><p>The Duchess could feel the door behind her. Cheshire was pressing her back right against it. She knew that the ax would not be able to reach him as they had planned. She knew what she had to do... but she couldn't... couldn't hurt Cheshire.<p>

_It's not Cheshire. You killed him. Dietrich is right. You have caused enough bloodshed. Got Cheshire, I am sorry,_ she thought as she entered the door.

Cheshire felt his grip tighten over nothing and sensed more than saw the Duchess appear before White. His instincts kicked in and he threw himself before his master. For a brief second he feared that it was too late. Then he saw the Duchess' eyes widen in shock as red sprayed around him.

The heart clock shattered beneath the Duchess' grip. She could feel it break as soon as the tips of her fingers touched the surface of the glass. White had fixed it, but without Blue Caterpillar's tools, it had not been the best of jobs. She wanted to claw out her ears as his shriek filled the air. Still, she knew that it wasn't over. White had grabbed a sword from behind his throne and was already striking at her with a horizontal swipe. She ducked, bringing Cheshire's corpse with her. She quickly drew her hand back from within his chest and warped to where Dietrich was watching, dumbfounded. With a small smile she grabbed the ax from his shaking hands. It had just barely broken the skin of Ayden's neck.

She felt her anger fill her body. Her hair changed into it's fiery red her pupils dilated to fill her iris and a large part of the rest of her eyes. The metal under her fingertips started to liquefy as it elongated. Large bubbles gave it the appearance of boiling but it was almost frozen to the touch. The blades melted together and then grew into a large curved edge. The back end grew sharp with a broadsword appearance though it was shorter and allowed more maneuverability. A long chain with a sharp point fashioned to look like the skull of a dragon wrapped itself around her frame, large spikes growing out of it as the metal finally stopped shifting. Townspeople gazed in awe as the Duchess held up the enormous scythe. Even White felt his knees buckle.

"Stop her!" he was finally able to scream before making a run for the walls of his castle.

Guards tentatively stepped up to the Duchess but one swipe had them all cut in half. The rest threw down their weapons and fled along with most of the remaining crowd. Her ebony eyes returned to White's retreating form. A dark purple door to her right opened and she slipped into the void. In her head she counted the doors that had been between her and White. One... two... three... FOUR!

She burst through and landed just in front of him. The scythe's chain whipped out and captured him before he could make another escape attempt.

"You're a monster!" he screamed. "Some kind of demon. What else would possess such bloody hair and abysmal eyes? And that scythe! It is magnificent. I apologize for my mistreatment of you. I see now my flaw. I always thought of you as something underneath me but now I see. You are magnificent."

"Rule with me be my queen. My Queen of Hearts," his eyes were wide with delirium and he cackled as he looked upon the bringer of his death. "You must teach me that trick."

"Only a true Heart would be able to wield the death-scythe. It is not for lowly servants like you. Now, I pass judgement over your sins. White, for the atrocities against myself, the royal family, the Alices of the outer realms, and the citizens of Wonderland; I sentence you. Now die."

The blade swung down and pierced through the man as though he were made of wisps of smoke or paper. The trail beneath the blade turned black and tore apart. Finally, all that was left of White Rabbit, was a few pieces of a silver-rimmed clock.

* * *

><p>Dietrich ran up the hill as fast as his lags could carry him. At one point he stopped to cleave his cuffs with a hammer left by a fleeing blacksmith. It had been tricky but he had finally managed to undo one. He didn't bother breaking the second one as he could see that the Duchess had appeared before White. Her use of doors was infinitely more rapid than his progress.<p>

By the time he actually made it, he saw the blade slice through the White Rabbit. His flesh looked as though it was burning, turning black and charred until the ashes drifted into the sky. The broken pieces of glass and silver must have been the remnants of his heart clock. That, however, was the furthest thing from Dietrich's mind. A large clang resounded through the empty streets as the Duchess dropped the huge scythe. Once it hit the floor, it molded itself back into the double-edged ax, which looked much less frightening in retrospect.

"I-" she started to say, but her feet gave out and she crumpled into his outstretched arms.

Dietrich dropped to his knee to minimize the impact on her and his own arms that still hadn't recovered from his near-murder attempt. The red in her hair was starting to ebb away quickly toward her scalp until the soft black color had fully taken its place. Dietrich couldn't help but place a kiss against her soft forehead. She felt warmer, more alive.

"D-Dietrich," she muttered as she moved closer to his chest. He felt his legs give way underneath the weight and he fell. Stifling a grunt he checked to see if it had done any damage to her. The sheepish half-smile told him that she was alright.

"Right here," he replied.

"I- I feel like hell," she stammered with a laugh. He couldn't help but emulate it.

"Ya, me too. Though I think you've got a better excuse, what with the turning everyone into charred bits and all-" he tapered off.

The Duchess just gripped at his shirt and pulled her face into it so that it was fully out of view. At first he felt relief at the feeling of having her in his arms, but then he felt the wetness of the fabric. He tightened his grip on her now shaking shoulders and waited for the sobs to pass.

"I killed him. Again. I- I didn't even hesitate. I didn't even feel any remorse until it was too late. White was right, I am a monster," half her words were lost in the fabric of his shirt, though enough got through for Dietrich to get the point. He was a t a loss for words so he settled for speaking comforting gibberish into her ear and stroking her soft hair.

After a few minutes of just holding onto each other for dear life, the Duchess loosened her grip enough to look into his eyes. They were such a beautiful shade of sapphire. She knew that what she was about to do was wrong and selfish, but as her hand wrapped around the back of his neck and pulled his lips to hers, the whole world seemed to melt away along with all of her pain and sorrow.

Their lips met with barley a touch, deepening until they parted lips and fought for dominance. The Duchess was content to let him take the lead as a soft moan escaped from her. Her arms had wrapped around her lower back, raising her into him. They only broke for air, resuming as soon as they were able. Dietrich felt her hands like spiders across his tingling skin. They curled themselves into his disheveled hair, matching his own strokes of her long tresses.

They had to finally break apart as someone behind them cleared their throat. They both looked up to see Ayden fall to his knee and dip his head uttering, "Hail, the Queen of Hearts."

They shared a quick smile, knowing that their moment of bliss was done, at least for a while. Then they got to their feet and continued on to the castle.

**P.S. This is not the last chapter. Depending on how lazy I am this weekend I may have one or two more. It also depends on whether I can figure out an ending. I have two ideas right now so I may make them into alternate endings and hopefully get some more reviews about them. Happy or sad is the theme. :) Reviews immensely appreciated and sorry for spelling errors. I write this at night so my left brain's not all there, making good plot ideas but bad grammar. But now I'm rambling so good night and I hope you enjoyed the chapter. **


	16. Wonderful Wonder World

**A/N: Ahh, finally, it is the end. I feel like I could have written this chapter at least five times before now and for that I am sorry, but I was a little freaked out of not doing the story justice. If anything, I think my ideas have just been getting dumber the longer I waited so... well, here it is. Oh, and I know it might get a little confusing because I made like three changes with the Duchess' name so just a reminder, Ekaterina, the Queen of Hearts, and the Duchess are going to refer to the same person. Please review and I hope you enjoyed it while it lasted.**

Dietrich was standing to the right of the long gold-rimmed crimson carpet that stretched down the room. Before him, five white marble steps led up to two ornate thrones. These were different than the ones that adorned the room during White's ball. They seemed to glow with an ethereal light that was simply missing in the one he had sat upon. Behind Dietrich, rose of Wonderlandians crowded around the carpet in a similar fashion to a church procession or wedding. Dietrich's cheeks turned a slight blush at the thought of the woman now coming down the hall in a white dress instead of the burgundy one that she adorned at the moment. Her hair was pulled back into a tight ebony bun with gold and diamond streams falling from it. Her eyes were a clear violet, for once devoid of their usual hidden sorrow. Today the Duchess was smiling brilliantly.

The people cheered as she moved toward the steps and her throne. Flanking her was Ayden, who had recovered from his various injuries. He wore a golden sword in a ruby encrusted scabbard slung over his sleek black pants. The red trench coat that covered his torso was embroidered with the regal A of the Ace. Other cards of differing values followed after, holding spears of gold and ebony. The crowd's cheering grew even louder as the procession finally came to the stairs.

The Duchess placed one heeled foot upon the first stair, no hesitation showed in her eyes. Clear determination filled their depths as she took another step, and another. The five glass windows that flanked them seemed to glow brighter as her ascension ceased at the top. Slowly she turned and dropped to both knees. Dietrich was so lost that he almost forgot his whole role in the coronation. Stepping forward, he took the small golden crown, adorned with four jeweled arcs joining in the center where a golden heart with a ruby inside emerged, from the hands of a small boy with white hair and two white rabbit ears growing out of his head. The new White Rabbit fidgeted in nervousness making Dietrich smile.

Turning, he too ascended the stairs to stand before the kneeling form of the Duchess. His hands held a small tremble as he raised the crown above her head. His thoughts jumbled and his tongue grew thick and heavy against his palate. The words, the words he had to recite. They were lost. He started to sweat making him almost lose his grip over the crown. The Duchess raised her head slightly to give him a comforting glance. His mind stopped buzzing and his heart slowed in its palpitations.

Clearing his throat softly he recited the verse that would make her sovereign, "As Alice from a world beyond this one and by the power granted to me as such by the Blue Caterpillar, I proclaim you, Duchess no more. Revert to yourself as Ekaterina once more, title less. The blood of Hearts runs through you once more. Do you take up the responsibilities of such a role?"

"I do," she replied. A few rowdy citizens cheered at her response but were quickly quieted by the rest or by the soldiers patrolling the perimeter.

"Then I wish you good fortune and a golden reign. Rise now, no longer anything but your role as Queen. The Queen of Hearts."

Dietrich lowered his hands and the crown onto the Queen's soft hair. The light reflected off of it, turning the strands reddish and golden. She slowly rose as Dietrich moved to the side. Ayden, who had been standing two steps lower than they, dropped to his knee into a low bow. The soldiers followed suit, and finally the rest of the people fell as well. Dietrich gave the Queen a questioning look as he also began to sink into a bow. Her hand across his chest stopped him and she slightly shook her head.

"I should be bowing to you Dietrich. Never will I allow you to be lower than I," she whispered.

"My people," she addressed louder, "with this, White's reign has come to a close and mine has begun. I proclaim this the second era of the Heart Dynasty."

The crowd went ballistic. The card soldiers had to form a barrier with their bodies as the people surged froward from their standing positions, desperate to come close to their knew ruler. Dietrich gazed over them in bewilderment. The bodies all pressing close together, just to feel her presence. She was not just a queen to them, she was a deity. They knew they would not be able to touch her, and yet, they still reached. With all their might they reached for her.

Ayden's voice rang out over the din, "Calm yourselves. This is no way to treat Her Majesty. Move aside and give some room. The crowd parted at his shout of command.

Dietrich looked down to see the Duchess' fingers interlace themselves around his own. She came up to whisper in his ear, "Lets go before they decide to eat me alive."

He chuckled and followed as she ran through the channel that had been created for them.

* * *

><p>The flowers of the garden must have covered every surface at the time of their blooming. Now however, the plant brambles and branches were covered in soft, powdery snow. Dietrich and the newly proclaimed Queen of Hearts strutted through the small path that had been cleared of the previous night's snowfall.<p>

"So, I know it goes against what I said at the ceremony, but can I call you Ekaterina? I mean, it's pretty and a lot easier to say than Queen of Hearts," Dietrich stuttered. He couldn't help but feel a bit out of his league, walking next to her. She was a queen now after all.

"Sure. As long as it's you, I think I'll let the formalities slip," she replied in a joking tone.

Dietrich let the breath he was holding out in a long sigh. He couldn't help but chide himself for thinking that this would change her so much. Ekaterina was herself, whether she was the Queen of Hearts or the Duchess he had originally fallen in love with. The cool air rushed past them in a brief current, causing her to press into his warm embrace. They hadn't bothered to put on any warm clothes as they had left the castle.

"Where are we going?" Dietrich asked as he realized that Ekaterina was now walking with a purpose.

"I have to do something. Would you mind waiting for me by the fountains... they're to the right," she said indicating a branch in the path.

"Umm, sure," Dietrich replied. His worry was quelled by the desperate look in her eyes. Giving her a quick peck on the lips, he started for the fountains.

Ekaterina looked over to make sure that Dietrich had indeed left her before ducking under a large hedge that was growing to the left of their small path. The dark branches caught at her hair and dress but she paid them no heed. Instead she focused on the opening coming into view before her. It opened into a small circular clearing surrounded by hedges that reached at least ten feet into the sky. She had made certain that no doors were located in this area though she wasn't sure the reason. Probably to give her the excuse to crawl in to get there. In the center, beneath a brilliant blossoming peach tree's black bark and roots, was a small gravestone. The writing on it looked as though it had been written in a hurry, which happened to be the case. In small and scribbled cursive, the name was written: _Felix Caray. Beloved husband, friend, and Cheshire Cat of Wonderland._

She plucked four roses of mixed shades of white, yellow, and pink from the folds of her dress. Their petals were a bit ruffled but for the most part they were still intact. Slowly, she placed them over the small mound under the headstone. The only indicator of the grave's existence was the slightly higher level of snow above it. Dropping to her knees, Ekaterina couldn't help but burst into muffled sobs as she stared at the contrast between her fair skin and the snow around it. Her fingers dug into the ground and before she could stop herself, she had uncovered the small silver box. She took it from the confines of its earthy resting place and placed it onto the frozen ground next to her. Ripping the almost invisible cord holding the key free of her neck, she inserted the small piece of silver into the black lock. An almost inaudible click indicated its opening. Tearing it off, Ekaterina's hands finally ceased their frantic movement just as her nails dug in under the lid. She bit her lip until a small stream of blood cascaded from it and stained the white landscape. Her hands shook until the lid was opened by the tremors.

Inside, the small fragments of a bronze watch. Two tiny hands were joined by a circle of copper which had turned a blueish-green. The glass shards through distortions in the velvet that encased the interior of the box. Ekaterina snapped it shut and replaced the lock, clicking it into place. Curling into a ball on the ground, she hugged it to her chest and willed her mind to go blank. The tears still spilled out of her shut eyes. In her moment of weakness, she fancied hearing ticking from inside the metallic box.

"I'm so sorry. I should have done it differently. If only I could have done it differently. I'm so sorry," she spoke to the wind. To the box. To the broken clock within it. "I know I deserve to never know love, to never feel it again. But I can't. Dietrich, he... he makes me feel warm. I can't stop it, this feeling. I just can't."

Her sobs continued as she clenched her hands harder around the small box. Her eyes were squeezed shut in a futile attempt to stem the flow of the tears. Her body felt cold, frozen as the ground around her. That was, until something extremely warm and soft wrapped itself around her. Ekaterina's eyes shot open to find two arms encircling her and pulling her into a warm body. At first her heart fluttered at the thought of reddish-brown hair and two cat ears perking up as the snow around them melted from the body heat. Cats hated water after all. Overcoming the small fear that had curled itself around her stomach, she turned to look at the person holding her. Instead of reddish-brown hair, she was greeted by auburn locks and blue eyes replaced the dark emerald depths that she had wished for.

"Dietrich," she gasped, dropping the box and quickly wiping the tears from her face. "I-I'm sor-"

"Don't," he interrupted her weak attempt at apologizing. She dipped her head down in shame. It was true that she loved Cheshire, and for a brief moment she had wished that it had been him. And yet, the thought of losing Dietrich was even more terrifying to her. She couldn't bring herself to look into his eyes, picturing the hurt or the anger that probably filled them.

His hands wrapped them selves around her and drew her into him once more. His warmth seeped into her rigid form and she couldn't help but melt in it. One hand slipped from her waist and came up to cup her chin as he drew her up for a kiss. Her mind screamed for her to stop, to not give in to her selfishness and take the rightful punishment that she deserved. His lips drew closer and her mind quieted. She had no power left to resist, and she had no desire for it either. Letting him take charge, Ekaterina succumbed to Dietrich's warmth and his affection. Together they lay in the snow that littered the small grave site, the small silver box forgotten on the floor behind her back.

"I love you," he whispered against her hair when they broke apart.

"I love you too," she replied from where she was curled into his chest. "I love him too. I can't let go."

"Try. You have suffered more than enough. You are the only one who hasn't forgiven yourself."

"I will never forgive what I did."

She stopped herself from pulling him back to her as Dietrich rose into a sitting position. Ekaterina braced herself for the harsh words or the desperate gestures that she wanted to come. She wanted him to be angry, to yell, to scream. Because... because that would mean that he still cared for her. It would mean that he would stay.

"You are broken," he said, barely above a murmur.

"Yes," she could do nothing but agree. It was the truth and she was so tired of lying.

"Then help me to fix you," he turned to her and she gasped at the tears rolling from his eyes, eyes that shined with the light of the sky and yet were dark as the sea.

"I can't."

"Try, please."

"..."

She looked down at the small box. It was lying on it's back, almost falling back into the hole that she had dug it out of. Taking it, she slowly placed it upright into the hollow and pushed the small clump of upturned earth back into place over it.

"Goodbye," Ekaterina murmured. She wasted no more words on apologies, there was no more to say.

Turning to Dietrich, her eyes lightened and the last traces of tears were swept away by the slight breeze that wafted over them. Under the shower of the pink petals that detached from the branches, they embraced once more before leaving the clearing and the small final words that would be spoken in the glade for decades to come were her whispered ones of love and his of affection.

* * *

><p>A small mouse skittered into a clearing surrounded by large hedges that reached so high, they obscured most of the heavens. It's ears twitched, looking for signs of danger. It's small eyes fell back to the top of a small hill in the center where a peach tree bloomed, unnatural for the fall season but magnificent nevertheless. It's small feet scampered through the grass. It had not been buried like its counterparts outside of the borders of this little world. A gravestone was lying, writing faded and unreadable, on the zenith of the small mound. The mouse inched forward.<p>

Suddenly, in a flash of claws and teeth, it was captured in the jaws of a sleek tabby. It's fur was reddish-brown and its eyes an eerie shade of green that alternated between the light tones of the grass and the almost black depths of the hedges. The cat, after finishing its meal sat down by the fresh flowers that had been laid on the ground by the headstone. They were roses, each a different shade of white, yellow, and pink.

The cats ears perked up and it dashed off as a swirl of blue smoke wafted from the tree and a disembodied chuckle filled the small clearing.

"Ah, what fun these worlds are," came the voice and with it, the Blue Caterpillar. "Come, let us reek havoc on the next generation then."

"As you wish master," a blue-haired man riding a giant butterfly replied as he lifted his steed from the topmost branches of the peach. Petals drifted up in the bellows of the wings as the man and insects disappeared in the blink of an eye.

**P.S: I'm going to miss this story. Hope you like the ending. I didn't want it to be too generic and all lived happily ever after kind of thing so, well this is what I came up with. Please review, I still read them even though the story is done. And thanks for sticking with me this far.**


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